SJI Reports First Quarter 2022 Results Acquisition Proceeding on Track

FOLSOM, NJ (May 4, 2022) - SJI (NYSE: SJI) today reported operating results for the first quarter ended March 31, 2022. Highlights include:

Q1 2022 GAAP earnings $1.08 per diluted share compared to $1.26 per diluted share in 2021 Economic Earnings* $1.25 per diluted share compared to $1.26 per diluted share in 2021
First quarter EPS reflect increased profitability from both Utility and Non-Utility operations offset by the impact of financing activities
Acquisition by Infrastructure Investment Fund (IIF) on track — Petition filed with NJBPU in April; Shareholder vote scheduled for May 10
Regulatory initiatives advancing — SJG Infrastructure Investment Program (IIP) moving toward resolution; ETG base rate case on schedule; SJG base rate case filed in April
Clean energy investments proceeding — RNG production at eight dairy farms expected in-service in 2022

"Our utility and non-utility businesses performed very well in the first quarter and we are off to a solid start toward achieving our financial goals in 2022," said Mike Renna, SJI President and Chief Executive Officer. "Our regulatory initiatives and clean energy investments targeting enhanced infrastructure safety, reliability and decarbonization continue to advance. Most notably, our acquisition by IIF is proceeding on track. We are excited to join forces with IIF, a trusted partner and long-term investor in utility and renewable energy companies, and look forward to executing together on our clean energy and decarbonization initiatives in support of the environmental goals of our State and region,” added Renna.

First Quarter 2022 Results

For the three-month period ended March 31, 2022, SJI reported consolidated GAAP earnings of $129.4 million compared to $128.8 million in the prior year period.

SJI uses the non-GAAP measure of economic earnings when discussing results. We believe this presentation provides clarity into the continuing earnings of our business. A full explanation and reconciliation of economic earnings is provided under “Explanation and Reconciliation of Non-GAAP Financial Measures” later in this report and in our 10-K for the year ending December 31, 2021.

For the three-month period ended March 31, 2022, economic earnings were $149.5 million compared to $128.9 million in the prior year period.

UTILITY

Utility entities include the regulated operations of South Jersey Gas (SJG) and Elizabethtown Gas (ETG). First quarter 2022 GAAP/economic earnings were $127.2 million compared with $121.6 million in 2021.

South Jersey Gas

Performance. First quarter 2022 GAAP/economic earnings were $88.6 million compared with $83.6 million in 2021. Utility margin increased $8.9 million, reflecting customer growth and the roll-in of investments from infrastructure replacement programs. We define utility margin, a non-GAAP measure, as natural gas revenues plus depreciation and amortization expenses, less natural gas costs, regulatory rider expenses and related volumetric and revenue-based energy taxes. Total expenses increased $3.9 million, primarily reflecting higher depreciation and interest expenses.

Customer Growth. SJG added approximately 6,000 new customers over the last 12 months and now serves approximately 413,000 customers. SJG’s 1.5% customer growth rate compares favorably to the peer average and remains driven by gas conversions from alternate fuels such as oil and propane, and new construction.

Infrastructure Modernization. Through infrastructure replacement programs, SJG enhances the safety and reliability of our system while earning our authorized utility return on approved investments in a timely manner. SJG's Accelerated Infrastructure Replacement Program (AIRP II) authorized an investment of $302.5 million from 2016-2021 for infrastructure replacement upgrades. Our investment of approximately $69 million from July 2020 to September 2021 was rolled into rates on January 1, 2022. In November 2020, SJG filed a request with the New Jersey Board of Public Utilities (NJBPU) for approval of an Infrastructure Investment Program (IIP) that would accelerate planned capital expenditures to enhance the delivery of safe, reliable, affordable natural gas, create jobs, and support the State’s environmental goals. The proposal is pending before the NJBPU. A resolution is expected in Q2 2022.

Energy Efficiency. Through energy efficiency programs, SJG advances New Jersey’s clean energy goals in a manner that benefits customers, the environment and the State’s green economy while recovering our investments in a timely manner. SJG's energy efficiency program, as approved by the BPU in April 2021, authorizes investment of $133.2 million from July 1, 2021 to June 30, 2024. Our investment of approximately $37 million from July 2021 to June 2022 commenced recovery in July 2021.

Redundancy. In August 2021, the NJBPU approved SJG's engineering and route proposal to construct system upgrades in support of a planned 2.0+ Bcf liquefied natural gas (LNG) facility. This project is critically important to ensure service is not interrupted to our customers in the event of a significant outage, either behind our city gate, or on one of the two interstate pipelines that serve the SJG system. Pre-construction engineering and permitting of the project has commenced. We also continue to explore alternatives that will allow for a secondary supply of gas needed to create reliability and resiliency for ~140,000 customers in Atlantic and Cape May counties.

Base Rate Case. In April, SJG filed a petition with the NJBPU requesting an increase of $73.1 million to its base rates. The request is based on a proposed pre-tax return on invested capital of 7.77%, with a capital structure that includes a common equity component of 57.0% and a return on common equity of 10.75%. The request is predominantly driven by the significant capital investments that SJG has made since its last base rate proceeding that was resolved in 2020. Since that time, SJG has invested approximately $236 million of capital investments that are not currently reflected in rates, with an additional approximate $239 million of capital investment anticipated to be invested by February 28, 2023. These capital investments have been and will continue to be made to ensure the safety, reliability and resiliency of SJG's distribution system, allow SJG to continue to provide safe, reliable and best in class customer service, and facilitate the environmental goals of NJ and SJI's commitment to ensuring that it is part of New Jersey’s clean energy future. A resolution of the case is expected later this year.

Elizabethtown Gas

Performance. First quarter 2022 GAAP/economic earnings were $38.6 million compared with $38.0 million in 2021. Utility margin, as previously defined, increased $3.7 million, reflecting customer growth and the roll-in of investments from infrastructure replacement programs. Total expenses increased $3.1 million, primarily reflecting higher O&M and interest expenses.

Customer Growth. ETG added approximately 3,000 new customers over the last 12 months and now serves approximately 306,000 customers. ETG’s 1.1% customer growth rate has increased from its historic 0.9% rate, driven by increases in gas conversions from alternate fuels such as oil and propane, and new construction.

Infrastructure Modernization. ETG's Infrastructure Investment Plan (IIP) authorizes investment of $300 million from 2019-2024 for important infrastructure upgrades including the replacement of up to 250 miles of cast iron and bare steel mains. Our investment of approximately $64 million from July 2020 to June 2021 was rolled into rates on October 1, 2021.

Energy Efficiency. ETG's energy efficiency program, as approved by the BPU in April 2021, authorizes investment of $74.0 million from July 1, 2021 to June 30, 2024. Our investment of approximately $17 million from July 2021 to June 2022 commenced recovery in July 2021.

Base Rate Case. In December 2021, ETG filed a petition with the NJBPU requesting an increase of $76.6 million to its base rates. An update to this petition was filed in February 2022 updating the requested base rate revenue increase to $72.9 million. The request is based on a proposed pre-tax return on invested capital of 7.63%, with a capital structure that includes a common equity component of 54.89% and a return on common equity of 10.75%. The request is predominantly driven by the significant capital investments that ETG has made since its last base rate proceeding that was resolved in 2019. Since that time, ETG has invested approximately $215 million of capital investments that are not currently reflected in rates, with an additional $175 million of capital investment anticipated to be invested by September 30, 2022. These capital investments have been and will continue to be made to ensure the safety, reliability and resiliency of ETG's distribution system, allow ETG to continue to provide safe, reliable and best in class customer service, and facilitate the environmental goals of NJ and SJI's commitment to ensuring that it is part of New Jersey’s clean energy future. A resolution of the case is expected later this year.

NON-UTILITY

SJI's non-utility entities include Energy Management, Energy Production and Midstream. First quarter 2022 GAAP earnings were $14.6 million compared with $16.2 million in 2021. First quarter 2022 economic earnings were $31.0 million compared with $16.1 million in 2021.

Energy Management

Performance. Energy Management includes Wholesale Services (Fuel Management/Marketing) and Retail Services (Account Services/Energy Consulting). First quarter 2022 GAAP earnings were $15.1 million compared with $13.7 million in 2021. First quarter 2022 economic earnings were $30.5 million compared with $13.9 million in 2021.

Wholesale Services first quarter 2022 GAAP earnings were $13.6 million compared with $13.1 million in 2021. First quarter 2022 economic earnings were $29.2 million compared with $13.3 million in 2021, primarily reflecting more robust asset optimization opportunities as compared with the year ago period.

Retail Services first quarter 2022 GAAP earnings were $1.5 million compared with $0.6 million in 2021. First quarter 2022 economic earnings were $1.3 million compared with $0.6 million in 2021, reflecting improved contributions from consulting activities, meter reading and appliance service contract fees.

Energy Production

Performance. Energy Production primarily includes renewable (fuel cell/solar) and decarbonization (REV/RNG development) investments. First quarter 2022 GAAP earnings were $(0.3) million compared with $1.6 million in 2021. First quarter 2022 economic earnings were $0.5 million compared with $1.1 million in 2021.

Renewables first quarter 2022 GAAP earnings were $0.1 million compared with $1.0 million in 2021. First quarter 2022 economic earnings were $0.9 million compared with $0.6 million in 2021, primarily reflecting investment tax credits (ITC's) associated with solar investments.

Decarbonization first quarter 2022 GAAP/economic earnings were $(0.4) million compared with $0.5 million in 2021, reflecting contributions from SJI's 35% equity interest in REV offset by new business investments. RNG development activities at eight dairy farms is proceeding on track, with in-service anticipated in 2022.

Midstream

Performance. Midstream includes SJI's 20% equity interest in the PennEast Pipeline. First quarter GAAP earnings were $(0.2) million compared with $1.0 million in 2021. First quarter 2022 economic earnings were breakeven compared with $1.0 million in 2021, reflecting the absence of allowance for funds used during construction following cessation of the project in 2021.

OTHER

Performance. Other entity includes interest on debt, including debt associated with past acquisitions. First quarter 2022 GAAP earnings were $(12.4) million compared with $(9.1) million in 2021. First quarter 2022 economic earnings were $(8.7) million compared with $(8.8) million in 2021, reflecting lower outstanding debt offset by higher interest and bank fees.

Capital Expenditures and Cash Flow

For the three months ended March 31, 2022:

Net cash provided by operating activities was $307.0 million compared with $198.5 million in the prior year period, primarily reflecting rate relief at SJG, improved wholesale marketing results and customer growth.

Net cash used in investing activities was $158.3 million compared with $112.3 million in the prior year period, primarily reflecting utility capital expenditures and REV, fuel cell and solar investments.

Net cash used in financing activities was $145.5 million compared with $96.1 million in the prior year period, primarily reflecting equity issuances partially offset by debt repayment and refinancing.

Balance Sheet

Equity-to-total capitalization was 39.6% at March 31, 2022 compared with 35.8% at December 31, 2021, largely reflecting equity financing and repayment of debt.

Assuming conversion of mandatory convertible equity units and equity credit from rating agencies for long-duration debt, SJI's adjusted equity-to-total capitalization, a non-GAAP measure, was 47.5% at March 31, 2022 compared with 43.6% at December 31, 2021.

At March 31, 2022, SJI had total credit facilities of $1.0 billion, with $891 million of available liquidity.

Dividends

On May 4, SJI’s Board of Directors declared its regular dividend of $0.3100 per share for the second quarter of 2022. The dividend is payable July 5, 2022 to shareholders of record at the close of business on June 10, 2022. This is SJI's 71st consecutive year of paying dividends.

Acquisition

On February 24, 2022, SJI announced that it had entered into a definitive agreement to be acquired by IIF. The per share purchase price of $36.00 represented a 46.3% premium to SJI’s 30-day volume weighted average price (VWAP) as of February 23, 2022, the last trading day prior to the announcement of the agreement. The transaction was unanimously approved by SJI’s Board of Directors and is expected to close in the fourth quarter of 2022, subject to the approval of SJI’s shareholders, the receipt of regulatory approvals, including by the New Jersey Board of Public Utilities, and other customary closing conditions. Dividends payable to SJI shareholders are expected to continue in the ordinary course until the closing, subject to approval by SJI’s Board of Directors. Upon completion of the transaction, SJI’s shares will no longer trade on the New York Stock Exchange, and SJI will become a private company.

About SJI

SJI (NYSE: SJI), an energy infrastructure holding company based in Folsom, NJ, delivers energy services to customers through two primary subsidiaries: SJI Utilities (SJIU) and SJI Energy Enterprises (SJIEE). SJIU houses the company’s regulated natural gas utility operations, delivering safe, reliable and affordable natural gas to more than 700,000 residential, commercial and industrial customers across New Jersey via its South Jersey Gas and Elizabethtown Gas subsidiaries. SJIEE houses the company’s non-utility operations primarily focused on clean energy development and decarbonization via renewable energy production and energy management activities. Visit sjindustries.com for more information about SJI and its subsidiaries.

Forward-Looking Statements and Risk Factors

This news release, including information incorporated by reference, contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including statements regarding guidance, industry prospects or future results of operations or financial position, expected sources of incremental margin, strategy, financing needs, future capital expenditures and the outcome or effect of ongoing litigation, are forward-looking. This Quarterly Report uses words such as "anticipate," "believe," "expect," "estimate," "forecast," "goal," "intend," "objective," "plan," "project," "seek," "strategy," "target," "will" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on the beliefs and assumptions of management at the time that these statements were prepared and are inherently uncertain. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. These risks and uncertainties include, but are not limited to, general economic conditions on an international, national, state and local level; weather conditions in SJI’s marketing areas; changes in commodity costs; changes in the availability of natural gas; “non-routine” or “extraordinary” disruptions in SJI’s distribution system; cybersecurity incidents and related disruptions; regulatory, legislative and court decisions; competition; the availability and cost of capital; costs and effects of legal proceedings and environmental liabilities; the failure of customers, suppliers or business partners to fulfill their contractual obligations; changes in business strategies; failure to satisfy the conditions to closing of the Merger, including obtaining the requisite vote of the shareholders of SJI; the diversion of management time on Merger-related issues; and public health crises and epidemics or pandemics, such as the COVID-19 pandemic. These risks and uncertainties, as well as other risks and uncertainties that could cause our actual results to differ materially from those expressed in the forward-looking statements, are described in greater detail under the heading “Item 1A. Risk Factors” in this Quarterly Report, SJI’s and SJG's Annual Report on Form 10-K for the year ended December 31, 2021 and in any other SEC filings made by SJI or SJG during 2021 and 2022 and prior to the filing of this earnings release. Also refer to the additional risk factor described below:

Explanation of Non-GAAP Financial Measures

Management uses the non-GAAP financial measures of Economic Earnings and Economic Earnings per share when evaluating its results of operations. These non-GAAP financial measures should not be considered as an alternative to GAAP measures, such as net income, operating income, earnings per share from continuing operations or any other GAAP measure of financial performance. We define Economic Earnings as: Income from Continuing Operations, (i) less the change in unrealized gains and plus the change in unrealized losses on non-utility derivative transactions; (ii) less income and plus losses attributable to noncontrolling interests; and (iii) less the impact of transactions, contractual arrangements or other events where management believes period to period comparisons of SJI's operations could be difficult or potentially confusing. With respect to part (iii) of the definition of Economic Earnings, items excluded from Economic Earnings for the three months ended March 31, 2022 and 2021, are described in (A)-(B) in the table below. Economic Earnings is a significant financial measure used by our management to indicate the amount and timing of income from continuing operations that we expect to earn after taking into account the impact of the items described above. Management uses Economic Earnings to manage its business and to determine such items as incentive/compensation arrangements and allocation of resources. Specifically regarding derivatives, we believe that this financial measure indicates to investors the profitability of the entire derivative-related transaction and not just the portion that is subject to mark-to-market valuation under GAAP. We believe that considering only the change in market value on the derivative side of the transaction can produce a false sense as to the ultimate profitability of the total transaction as no change in value is reflected for the non-derivative portion of the transaction.

Reconciliation of Non-GAAP Financial Measures

The following table presents a reconciliation of our income from continuing operations and earnings per share from continuing operations to Economic Earnings and Economic Earnings per share (in thousands, except per share data):