What the changes say
- New risk focuses on potentially costly SEC climate-disclosure compliance if stayed rules or similar rules take effect.
- Spire removed its specific Spire Storage geologic, operational, and construction-risk disclosure.
- Changes highlight the planned Tennessee utility acquisition and rescission of a PHMSA pipeline-safety bulletin.
What changed since the prior 10-K
New
- New
impact the Utilities’ financial conditions and results of operations. 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
Future SEC climate-disclosure rules or similar requirements could require significant additional compliance expenditures.
Dropped
- Dropped
The Company’s natural gas storage business includes inherent geologic and operational risks
Reworded
- 81% rewritten
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 the return on such investments may not meet the Company’s expectations
Adds information-technology integration, potential credit-rating effects, and necessary regulatory approvals to acquisition and investment risks.
Was: 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
- 76% rewritten
Changes to income tax policy, certain tax elections, tax regulations and future taxable income could adversely impact the Company’s financial condition and results of operations
Uses “NOLs” terminology, removes the TCJA-specific expiration reference, and adds a July 4, 2025 U.S. tax-policy update.
- 75% rewritten
Changes in accounting standards may adversely impact the Company’s financial condition and results of operations
No substantive change; it shortens the discussion while retaining GAAP, SEC, rate-regulated accounting, and timing-impact concerns.
- 62% rewritten
implement preventative and mitigating actions
Says the PHMSA advisory bulletin was rescinded, makes timing indeterminate, and commits to Advanced Mobile Leak Detection over three years.
- 41% rewritten
The Company’s business activities are concentrated in a few states and regions
Adds the planned purchase of Piedmont Natural Gas’s Tennessee local distribution business from Duke Energy.
- 33% rewritten
Regulatory and legislative developments in the energy industry related to climate change or in support of increased energy efficiency may adversely affect operations and financial results
No substantive wording change; it retains risks from climate rules, greenhouse-gas limits, fossil-fuel restrictions, and infrastructure constraints.
- 27% rewritten
A cyberattack may disrupt the Company’s operations or lead to a loss or misuse of confidential and proprietary information or potential liability
No substantive change; it retains cybersecurity risks involving sensitive data, natural-gas operations, business processes, disruption, and liability.
- 21% rewritten
Regulation of the Utilities’ businesses may impact rates they are able to charge, costs, and profitability
No substantive change; it retains utility regulation risks involving rates, costs, operations, affiliate transactions, returns, and accounting.
All 32 risk factors
Headings as the filing states them, in filing order.
Other
- 01Regulatory and legislative developments in the energy industry related to climate change or in support of increased energy efficiency may adversely affect operations and financial results33% rewritten
- 02impact the Utilities’ financial conditions and results of operations. 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 resultsnew
- 03Regulation of the Utilities’ businesses may impact rates they are able to charge, costs, and profitability21% rewritten
- 04Federal safety and integrity regulations related to pipeline and storage operators and owners of critical infrastructure may impose significant costs and liabilities on the Company
- 05implement preventative and mitigating actions62% rewritten
- 06As 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
- 07Environmental laws and regulations may require significant expenditures or increase operating costs
- 08The Utilities’ liquidity may be adversely affected by delays in recovery of their costs, due to regulation
- 09Changes to income tax policy, certain tax elections, tax regulations and future taxable income could adversely impact the Company’s financial condition and results of operations76% rewritten
- 10The 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
- 11Commodity 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
- 12The Company’s ability to meet its customers’ natural gas requirements may be impaired if contracted gas supplies, interstate pipeline and/or storage services are not available or delivered in a timely manner
- 13Transporting, distributing, and storing natural gas and propane involves numerous risks that may result in accidents and other operational issues
- 14Because 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
- 15Significantly warmer-than-normal weather conditions and the effects of climate change may affect the Utilities’ sale of heating energy and adversely impact their financial position and results of operations
- 16Any 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
- 17Increased dependence on technology may hinder the Company’s business operations and adversely affect their financial condition and results of operations if such technologies fail
- 18A cyberattack may disrupt the Company’s operations or lead to a loss or misuse of confidential and proprietary information or potential liability27% rewritten
- 19The Company’s business activities are concentrated in a few states and regions41% rewritten
- 20As a holding company, Spire depends on its operating subsidiaries to meet its financial obligations
- 21A 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
- 22Regional 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
- 23Rapid significant increases in natural gas prices may adversely affect the Utilities’ liquidity and, in certain circumstances, results of operations
- 24Risk 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
- 25Spire’s pension and other postretirement benefit plans are subject to investment and interest rate risk that could negatively impact its financial condition
- 26In 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
- 27Resources expended to pursue or integrate business acquisitions, investments, or other business arrangements may adversely affect Spire’s financial position and results of operations, and the return on such investments may not meet the Company’s expectations81% rewritten
- 28Unexpected losses may adversely affect Spire’s or its subsidiaries’ financial condition and results of operations
- 29Catastrophic events may adversely affect the Company’s facilities and operations
- 30Workforce risks may affect the Company’s financial results
- 31The Company may be adversely affected by economic conditions
- 32Changes in accounting standards may adversely impact the Company’s financial condition and results of operations75% rewritten
Other Spire 10-Ks
- 2024 10-K risk factors
32 risks. Spire Inc faces heavy regulatory exposure across state utility commissions and federal safety bodies impacting rates and pipeline operations. Weather volatility, cyber threats, and natural gas commodity price fluctuations dominate the company's risk profile.
Filed Nov 20, 2024
About this page
Item 1A of the 10-K on EDGAR was split into its risk factors and, where the company's previous 10-K is on file, each heading was matched to last year's and the text compared word for word. The headings are the filing's own. The one-line readings and the overview were written by a language model from the text of the new, dropped, and rewritten risks; they refer to risks by position and cannot misquote a heading.