EX-99.1 2 bkh-ex99_1.htm NWE Q1 2026 10-Q EX-99.1

NORTHWESTERN ENERGY GROUP

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

 

(Unaudited)

 

(in thousands, except per share amounts)

 

 

Three Months Ended March 31,

 

2026

 

 

 

2025

Revenues

 

 

 

 

 

Electric

$

362,054

 

$

335,483

Gas

 

135,516

 

 

131,147

Total Revenues

 

497,570

 

 

466,630

Operating expenses

 

 

 

 

 

Fuel, purchased supply and direct transmission expense (exclusive of depreciation and depletion shown separately below)

 

145,565

 

 

138,197

Operating and maintenance

 

74,540

 

 

56,709

Administrative and general

 

46,119

 

 

41,357

Property and other taxes

 

50,404

 

 

43,240

Depreciation and depletion

 

66,831

 

 

62,400

Total Operating Expenses

 

383,459

 

 

341,903

Operating income

 

114,111

 

 

124,727

Interest expense, net

 

(39,916)

 

 

(36,511)

Other income, net

 

3,057

 

 

3,928

Income before income taxes

 

77,252

 

 

92,144

Income tax expense

 

(13,796)

 

 

(15,204)

Net Income

$

63,456

 

$

76,940

 

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding

 

61,461

 

 

61,339

Basic Earnings per Average Common Share

$

1.03

 

$

1.25

Diluted Earnings per Average Common Share

$

1.03

 

$

1.25

Dividends Declared per Common Share

$

0.67

 

$

0.66

 

See Notes to Condensed Consolidated Financial Statements

 

 

 


 

NORTHWESTERN ENERGY GROUP

 

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

 

(Unaudited)

 

 

 

 

 

(in thousands)

 

 

 

 

 

 

Three Months Ended March 31,

 

 

2026

 

 

 

2025

Net Income

 

$

63,456

 

$

76,940

Other comprehensive income, net of tax:

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

(1)

 

 

1

Reclassification of net losses on derivative instruments

 

 

113

 

 

113

Total Other Comprehensive Income

 

 

112

 

 

114

Comprehensive Income

 

$

63,568

 

$

77,054

 

 

 

 

 

 

 

 

See Notes to Condensed Consolidated Financial Statements

 

 

 

 


 

NORTHWESTERN ENERGY GROUP

 

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(Unaudited)

 

 

 

 

 

 

(in thousands, except share data)

 

 

 

 

 

 

ASSETS

 

March 31, 2026

 

December 31, 2025

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash and cash equivalents

$

5,861

 

$

8,781

 

Restricted cash

 

21,744

 

 

21,957

 

Accounts receivable, net

 

199,275

 

 

209,751

 

Inventories

 

134,071

 

 

132,506

 

Regulatory assets

 

103,237

 

 

92,937

 

Prepaid expenses and other

 

48,984

 

 

38,010

 

Total current assets

 

513,172

 

 

503,942

 

Property, plant, and equipment, net

 

6,794,000

 

 

6,738,849

 

Goodwill

 

367,635

 

 

367,635

 

Regulatory assets

 

773,589

 

 

772,634

 

Other noncurrent assets

 

134,110

 

 

76,631

 

Total Assets

$

8,582,506

 

$

8,459,691

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

Current maturities of finance leases

$

1,844

 

$

1,865

 

Current portion of long-term debt

 

104,983

 

 

104,967

 

Short-term borrowings

 

150,000

 

 

150,000

 

Accounts payable

 

121,796

 

 

129,633

 

Accrued expenses and other

 

321,104

 

 

272,373

 

Regulatory liabilities

 

31,195

 

 

38,613

 

Total current liabilities

 

730,922

 

 

697,451

 

Long-term finance leases

 

8,436

 

 

 

Long-term debt

 

3,177,528

 

 

3,181,040

 

Deferred income taxes

 

750,719

 

 

733,064

 

Noncurrent regulatory liabilities

 

684,664

 

 

678,861

 

Other noncurrent liabilities

 

321,353

 

 

283,535

 

Total Liabilities

 

5,673,622

 

 

5,573,951

 

Commitments and Contingencies (Note 11)

 

 

 

 

 

 

Shareholders' Equity:

 

 

 

 

 

 

Common stock, par value $0.01; authorized 200,000,000 shares; issued and outstanding 65,001,449 and 61,503,442 shares, respectively; Preferred stock, par value $0.01; authorized 50,000,000 shares; none issued

 

650

 

 

649

 

Treasury stock at cost

 

(99,186)

 

 

(97,503)

 

Paid-in capital

 

2,094,232

 

 

2,091,935

 

Retained earnings

 

919,137

 

 

896,720

 

Accumulated other comprehensive loss

 

(5,949)

 

 

(6,061)

 

Total Shareholders' Equity

 

2,908,884

 

 

2,885,740

 

Total Liabilities and Shareholders' Equity

$

8,582,506

 

$

8,459,691

 

 

 

 

 

 

 

 

 

See Notes to Condensed Consolidated Financial Statements

 

 


 

NORTHWESTERN ENERGY GROUP

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(Unaudited)

 

(in thousands)

 

Three Months Ended March 31,

 

OPERATING ACTIVITIES:

 

2026

 

 

2025

 

 

 

 

 

 

 

 

Net income

$

63,456

 

$

76,940

 

Adjustments to reconcile net income to cash provided by operations:

 

 

 

 

 

 

Depreciation and depletion

 

66,831

 

 

62,400

 

Amortization of debt issuance costs, premium, and deferred hedge gain

 

975

 

 

990

 

Stock-based compensation costs

 

2,045

 

 

2,284

 

Equity portion of allowance for funds used during construction

 

(1,941)

 

 

(1,797)

 

Loss on disposition of assets

 

9

 

 

149

 

Deferred income taxes

 

14,140

 

 

13,071

 

Changes in current assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

10,476

 

 

275

 

Inventories

 

(1,565)

 

 

3,335

 

Other current assets

 

(10,974)

 

 

5,510

 

Accounts payable

 

(7,984)

 

 

(14,992)

 

Accrued expenses and other

 

48,746

 

 

24,792

 

Regulatory assets

 

(10,300)

 

 

(12,711)

 

Regulatory liabilities

 

(7,418)

 

 

(6,335)

 

Other noncurrent assets and liabilities

 

(7,082)

 

 

(519)

 

Cash Provided by Operating Activities

 

159,414

 

 

153,392

 

INVESTING ACTIVITIES:

 

 

 

 

 

 

Property, plant, and equipment additions

 

(116,080)

 

 

(92,124)

 

Investment in debt & equity securities

 

 

(4,584)

 

Cash Used in Investing Activities

 

(116,080)

 

 

(96,708)

 

FINANCING ACTIVITIES:

 

 

 

 

 

 

Dividends on common stock

 

(41,038)

 

 

(40,307)

 

Issuance of long-term debt

 

 

400,000

 

Line of credit repayments, net

 

(4,000)

 

 

(362,000)

 

Other financing activities, net

 

(1,429)

 

 

(3,328)

 

Cash Used in Financing Activities

 

(46,467)

 

 

(5,635)

 

(Decrease) Increase in Cash, Cash Equivalents, and Restricted Cash

 

(3,133)

 

 

51,049

 

Cash, Cash Equivalents, and Restricted Cash, beginning of period

 

30,738

 

 

29,017

 

Cash, Cash Equivalents, and Restricted Cash, end of period

$

27,605

 

$

80,066

 

Supplemental Cash Flow Information:

 

 

 

 

 

 

 

 

 

 

 

 

Cash (received) paid during the period for:

 

 

 

 

 

 

Production tax credits(1)

 

 

(8,255)

 

Interest

 

44,166

 

 

32,768

 

Significant non-cash transactions:

 

 

 

 

 

 

Capital expenditures included in accounts payable

 

41,848

 

 

14,028

 

 

(1) Proceeds from production tax credits transferred are included in cash provided by operating activities within the Condensed Consolidated Statement of Cash Flows.

 

See Notes to Condensed Consolidated Financial Statements

 

 


 

NORTHWESTERN ENERGY GROUP

 

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

 

(Unaudited)

 

(in thousands, except per share data)

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

 

 

 

 

 

Number of

Number of

 

Common

 

Treasury

 

 

 

 

Retained

Accumulated Other

 

Total

 

 

Common

Treasury

 

 

 

 

Paid in Capital

 

 

 

Comprehensive

 

Shareholders'

 

 

Shares

Shares

 

Stock

 

Stock

 

 

Earnings

 

Loss

 

Equity

 

Balance at December 31, 2024

64,811

 

3,490

 

$

648

 

$

(97,394)

 

$

2,084,133

 

$

877,017

 

$

(6,704)

 

$

2,857,700

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

76,940

 

 

 

76,940

 

Foreign currency translation

 

 

 

 

 

1

 

 

1

 

adjustment, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

Reclassification of net losses on

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

derivative instruments from OCI to net

 

 

 

 

 

113

 

 

113

 

income, net of tax

 

 

 

 

 

 

 

 

Stock-based compensation

59

 

 

1

 

 

(729)

 

 

2,272

 

 

 

 

1,544

 

Issuance of shares

7

 

 

 

188

 

 

189

 

 

 

 

377

 

Dividends on common stock ($0.660

 

 

 

 

(40,307)

 

 

 

(40,307)

 

per share)

 

 

 

 

 

 

 

 

Balance at March 31, 2025

64,870

 

3,497

 

$

649

 

$

(97,935)

 

$

2,086,594

 

$

913,650

 

$

(6,590)

 

$

2,896,368

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2025

64,895

 

3,477

 

$

649

 

$

(97,503)

 

$

2,091,935

 

$

896,720

 

$

(6,061)

 

$

2,885,740

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

63,456

 

 

 

63,456

 

Foreign currency translation

 

 

 

 

 

(1)

 

 

(1)

 

adjustment, net of tax

 

 

 

 

 

 

 

 

Reclassification of net losses on

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

derivative instruments from OCI to net

 

 

 

 

 

113

 

 

113

 

income, net of tax

 

 

 

 

 

 

 

 

Stock-based compensation

106

 

28

 

 

1

 

 

(1,874)

 

 

2,036

 

 

 

 

163

 

Issuance of shares

(7)

 

 

 

191

 

 

261

 

 

 

 

452

 

Dividends on common stock ($0.670

 

 

 

 

(41,039)

 

 

 

(41,039)

 

per share)

 

 

 

 

 

 

 

 

Balance at March 31, 2026

65,001

 

3,498

 

 

650

 

 

(99,186)

 

 

2,094,232

 

 

919,137

 

 

(5,949)

 

 

2,908,884

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Notes to Condensed Consolidated Financial Statements

 

 


 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

(Reference is made to Notes to Financial Statements included in the NorthWestern Energy Group's Annual Report)

 

(Unaudited)

 

(1) Nature of Operations and Basis of Consolidation

 

NorthWestern Energy Group, doing business as NorthWestern Energy, provides electricity and/or natural gas to approximately 850,300 customers in Montana, South Dakota, Nebraska and Yellowstone National Park, through its subsidiaries NorthWestern Corporation (NW Corp) and NorthWestern Energy Public Service Corporation (NWE Public Service). We have generated and distributed electricity in South Dakota and distributed natural gas in South Dakota and Nebraska since 1923 and have generated and distributed electricity and distributed natural gas in Montana since 2002.

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires us to make estimates and assumptions that may affect the reported amounts of assets, liabilities, revenues and expenses during the reporting period. Actual results could differ from those estimates. The unaudited Condensed Consolidated Financial Statements (Financial Statements) reflect all adjustments (which unless otherwise noted are normal and recurring in nature) that are, in our opinion, necessary to fairly present our financial position, results of operations and cash flows. The actual results for the interim periods are not necessarily indicative of the operating results to be expected for a full year or for other interim periods. Events occurring subsequent to March 31, 2026 have been evaluated as to their potential impact to the Financial Statements through the date of issuance.

 

The Financial Statements included herein have been prepared by NorthWestern, without audit, pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations; however, we believe that the condensed disclosures provided are adequate to make the information presented not misleading. We recommend that these Financial Statements be read in conjunction with the audited financial statements and related footnotes included in the NorthWestern Energy Group Annual Report on Form 10-K for the year ended December 31, 2025.

 

Supplemental Cash Flow Information

 

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows (in thousands):

 

 

March 31,

December 31,

March 31,

December 31,

 

 

2026

2025

2025

2024

 

Cash and cash equivalents

$

5,861

$

8,781

$

56,025

$

4,283

 

Restricted cash

 

21,744

 

21,957

 

24,041

 

24,734

 

Total cash, cash equivalents, and restricted cash shown in

$

27,605

$

30,738

$

80,066

$

29,017

 

the Condensed Consolidated Statements of Cash Flows

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2) Pending Merger with Black Hills Corporation

 

On August 18, 2025, we entered into a Merger Agreement with Black Hills and River Merger Sub, Inc., a Delaware corporation and direct wholly owned subsidiary of Black Hills (Merger Sub). The Merger Agreement provides for an all-stock merger of equals between NorthWestern and Black Hills upon the terms and subject to the conditions set forth therein. The Merger Agreement provides for Merger Sub to merge with and into NorthWestern, with NorthWestern continuing as the surviving entity and a direct wholly owned subsidiary of Black Hills, which would assume the new corporate name of Bright Horizon Energy as the resulting parent company of the combined corporate group. Under the provisions of ASC Topic 805, which requires the identification of an acquirer in a business combination, Black Hills is the accounting acquirer. Pursuant to the Merger Agreement, at the effective time of the Merger, each share of NorthWestern, par value $0.01 per share, issued and outstanding as of immediately prior to closing will be converted into the right to receive 0.98 validly issued, fully paid and non-assessable shares of Black Hills Common Stock.

 

In connection with this pending merger, we have incurred merger-related costs. During the three months ended March 31, 2026, we have incurred $3.4 million of merger-related costs, which are included in our Administrative and general expenses.

 

Regulatory and Shareholder Approvals

 

Our pending merger with Black Hills was unanimously approved by our board of directors and Black Hills' board of directors. In February 2026, the Form S-4, which contains joint proxy statement/prospectus for NorthWestern and Black Hills, was declared effective by the SEC. In April 2026, shareholders of each company voted to approve the Merger and the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act expired, permitting consummation of the transaction. The completion of the Merger remains subject to the satisfaction or waiver of certain conditions to

 


 

closing, including (1) subject to certain conditions, the receipt of certain regulatory approvals, including approval from the Federal Energy Regulatory Commission (FERC), the Montana Public Service Commission (MPSC), the Nebraska Public Service Commission (NPSC), and the South Dakota Public Utilities Commission (SDPUC), in each case on such terms and conditions that would not result in a material adverse effect on Bright Horizon Energy; (2) the absence of any court order or regulatory injunction prohibiting the completion of the Merger; (3) the authorization for listing of shares of Black Hills Common Stock to be issued in the Merger on a mutually agreed stock exchange; (4) subject to specified materiality standards, the accuracy of the representations and warranties of each party; (5) compliance by each party in all material respects with its covenants; (6) the absence of a material adverse effect on each party; and (7) receipt of each party of an opinion relating to the anticipated tax-free treatment of the Merger.

 

We have filed applications with the MPSC, NPSC, SDPUC, and FERC for approval of the Merger. In March 2026, we reached a settlement agreement with the Public Advocate of Nebraska, which is subject to approval by the NPSC. A hearing with the NPSC was held in April 2026. In April 2026, we reached settlement agreements with certain key intervenors in both Montana and South Dakota, which are subject to approval by the MPSC and SDPUC, respectively. Hearings with the MPSC and SDPUC are scheduled in the second quarter of 2026. We anticipate the transaction closing in the second half of 2026, subject to the satisfaction or waiver of certain closing conditions.

 

(3) Regulatory Matters

Montana Rate Review

In December 2025, the MPSC issued a final order approving our partial electric settlement agreement. The final order also suspended the 90/10 cost sharing mechanism of the Power Cost and Credit Adjustment Mechanism (PCCAM) on a temporary basis pending further review by the MPSC. Within this final order, the MPSC disallowed a portion of the capital costs related to the construction of Yellowstone County Generating Station (YCGS). As a result, in the fourth quarter of 2025 we recorded a $30.9 million non-cash charge for the regulatory disallowance. As of March 31, 2026, we have $6.3 million reserved within Regulatory liabilities on the Condensed Consolidated Balance Sheets for interim rates to be refunded to customers.

 

In January 2026, we filed a Motion for Reconsideration (Motion) as it relates to this final order. Among other things, our Motion requests that the MPSC reconsider their prudence conclusions regarding the capital costs associated with the construction of YCGS and clarification as to the effective date of the PCCAM sharing mechanism suspension, for which we have requested an effective date of July 1, 2025, to align with the PCCAM tracker year. Any subsequent modifications by the MPSC to their final order will be reflected in our 2026 results.

 

Colstrip Acquisitions and Requests for Cost Recovery

 

In January 2023, and July 2024, we entered into definitive agreements with Avista Corporation (Avista) and Puget Sound Energy (Puget), respectively, to acquire their respective interests in Colstrip Units 3 and 4 for $0 and completed these acquisitions on January 1, 2026. Accordingly, we are responsible for the associated operating costs beginning on January 1, 2026, which we will not collect through utility base rates, until requested in a future Montana rate review. Puget and Avista will remain responsible for their respective pre-closing share of environmental, asset retirement obligations (AROs), and pension liabilities attributed to events or conditions existing prior to the closing of the transaction and for any future decommissioning and demolition costs associated with the existing facilities that comprise their interests.

 

While Puget and Avista remain contractually obligated for the pre-closing share of AROs, we remain the primary obligor. As such, as of March 31, 2026, we have recorded $2.8 million and $34.6 million within Accrued expenses and other and Other noncurrent liabilities, respectively, on the Condensed Consolidated Balance Sheets for these AROs, and we have recorded an indemnification asset of $2.8 million and $34.6 million with Prepaid expenses and other and Other noncurrent assets, respectively, on the Condensed Consolidated Balance Sheets.

 

Avista Interests - The 222 megawatts of generation capacity from Colstrip Units 3 and 4 acquired from Avista (Avista Interests) on January 1, 2026, was identified as a key element in our strategy to achieve resource adequacy for customers, as outlined in our 2023 Montana Integrated Resource Plan. Noting the costs associated with operating this resource are not currently reflected in utility customer rates, in August 2025, we filed a temporary PCCAM tariff waiver request with the MPSC that could provide a near-term cost-recovery mechanism to offset a portion of the approximately $18 million in annual incremental operating and maintenance costs associated with the Avista Interests. This waiver requested that the MPSC allow us to keep 100 percent of the net revenue associated with certain designated power sales contracts up to the amount of the operating and maintenance expenses we incur associated with our Avista Interests. Furthermore, the waiver request indicated that any net revenues from the designated contracts exceeding the operating and maintenance expenses associated with our Avista Interests would continue to flow back to retail customers. In January 2026, the MPSC approved our PCCAM tariff waiver request on an interim basis with final approval or denial subject to the ongoing PCCAM docket process.

 

Puget Interests - The 370 megawatts of generation capacity from Colstrip Units 3 and 4 acquired from Puget (Puget Interests) on January 1, 2026, increases our ownership share of the facility to 55 percent and provides an increase in voting share in determining strategic direction and investment decisions at the facility. Unlike the Avista Interests, we do not currently need this capacity to serve existing customers in Montana. As such, the Puget Interests are held by our FERC regulated subsidiary to isolate the costs associated with this acquired interest from our Montana retail customers. While we expect our future opportunity to serve growing customer demand, including large-load customers, may be supported by this resource, in October 2025, we signed a contract to sell the dispatchable capacity and associated energy from the Puget Interests beginning January 1,

 


 

2026, through late 2027. Revenues from this agreement are expected to largely offset the estimated $30 million of annual incremental operating and maintenance costs associated with the Puget Interests. In addition, in October 2025, we submitted a request to the FERC for approval of cost-based rates for our subsidiary that will own the Puget Interests. In February 2026, the FERC approved both the cost based rates and the contract rates retroactive to January 1, 2026. In March 2026, two MPSC commissioners, in their individual capacity, filed a motion with the FERC requesting a rehearing that largely reiterated arguments previously rejected by the FERC. We anticipate that the FERC will rule on this motion in the second quarter of 2026. If the FERC denies the motion, its prior approval order will stand. If the FERC grants the motion, it could reopen all or some portion of the proceedings.

 

 

(4) Income Taxes

 

We compute income tax expense for each quarter based on the estimated annual effective tax rate for the year, adjusted for certain discrete items. Our effective tax rate typically differs from the federal statutory tax rate due to the regulatory impact of flowing through the federal and state tax benefit of repairs deductions, state tax benefit of accelerated tax depreciation deductions (including bonus depreciation when applicable) and production tax credits. The regulatory accounting treatment of these deductions requires immediate income recognition for temporary tax differences of this type, which is referred to as the flow-through method. When the flow-through method of accounting for temporary differences is reflected in regulated revenues, we record deferred income taxes and establish related regulatory assets and liabilities.

 

During the three months ended March 31, 2026 income tax expense was $13.8 million compared to $15.2 million for the same period in 2025. For the three months ended March 31, 2026, the effective tax rate was 17.9% compared to 16.5% for the same period in 2025. The higher effective tax rate was primarily due to lower production tax credits.

 

 

(5) Comprehensive Income (Loss)

 

The following tables display the components of Other Comprehensive Income (Loss), after-tax, and the related tax effects (in thousands):

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

 

March 31, 2026

 

 

 

 

 

March 31, 2025

 

 

 

 

 

Before-Tax

 

Tax Expense

 

Net-of-Tax

 

 

Before-Tax

 

Tax Expense

 

Net-of-Tax

 

 

 

Amount

 

 

 

Amount

 

Amount

 

 

 

Amount

 

Foreign currency translation adjustment

$

(1)

 

$

 

$

(1)

 

$

1

 

$

 

$

1

 

Reclassification of net income on derivative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

instruments

 

153

 

 

(40)

 

 

113

 

 

153

 

 

(40)

 

 

113

 

Other comprehensive income (loss)

$

152

 

$

(40)

 

$

112

 

$

154

 

$

(40)

 

$

114

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances by classification included within accumulated other comprehensive loss (AOCL) on the Condensed Consolidated Balance Sheets are as follows, net of tax (in thousands):

 

 

 

March 31, 2026

 

December 31, 2025

Foreign currency translation

$

1,450

 

$

1,451

Derivative instruments designated as cash flow hedges

 

(8,356)

 

 

(8,469)

Postretirement medical plans

 

957

 

 

957

Accumulated other comprehensive loss

$

(5,949)

 

$

(6,061)

 

 

 

 

 

 

 

 

 

 

 

 


 

The following tables display the changes in AOCL by component, net of tax (in thousands):

 

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2026

 

 

 

 

 

 

Affected Line Item

 

Interest Rate

 

 

 

 

 

 

 

 

 

 

in the Condensed

 

Derivative

 

 

 

 

 

 

 

 

 

 

Consolidated

 

Instruments

 

Postretirement

Foreign Currency

 

 

 

 

Statements of

 

Designated as

 

 

 

 

Total

 

 

Income

Cash Flow Hedges

 

Medical Plans

Translation

 

 

 

Beginning balance

 

 

$

(8,469)

 

$

957

 

$

1,451

 

$

(6,061)

 

Other comprehensive loss before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

reclassifications

 

 

 

 

 

(1)

 

 

(1)

 

Amounts reclassified from AOCL

Interest Expense

 

113

 

 

 

 

113

 

Net current-period other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(loss)

 

 

 

113

 

 

 

(1)

 

 

112

 

Ending balance

 

 

$

(8,356)

 

$

957

 

$

1,450

 

$

(5,949)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2025

 

 

 

 

 

 

Affected Line Item

 

Interest Rate

 

 

 

 

 

 

 

 

 

 

in the Condensed

 

Derivative

 

 

 

 

 

 

 

 

 

 

Consolidated

 

Instruments

 

Postretirement

Foreign Currency

 

 

 

 

Statements of

 

Designated as

 

 

Total

 

 

Income

Cash Flow Hedges

 

Medical Plans

Translation

 

 

Beginning balance

 

 

$

(8,921)

 

$

784

 

$

1,433

 

$

(6,704)

 

Other comprehensive income before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

reclassifications

 

 

 

 

 

1

 

 

1

 

Amounts reclassified from AOCL

Interest Expense

 

113

 

 

 

 

113

 

Net current-period other comprehensive income

 

 

 

113

 

 

 

 

1

 

 

114

 

Ending balance

 

 

$

(8,808)

 

$

784

 

$

1,434

 

$

(6,590)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6) Financing Activities

 

On April 9, 2026, we amended our existing NorthWestern Energy Group $150.0 million Term Loan Credit Agreement (Term Loan) to extend the maturity date from April 10, 2026 to December 31, 2026.

 

We exercised a five-year renewal option on a default supply procurement agreement, which we have recorded as a finance lease on our Condensed Consolidated Balance Sheets. As a result, the finance lease term was extended and will mature on June 30, 2031.

 

On April 28, 2026, NWE Public Service priced $150.0 million aggregate principal amount of South Dakota First Mortgage Bonds at a fixed interest rate of 5.51 percent maturing on June 15, 2036. We expect to complete the issuance and sale of these bonds on June 15, 2026. A portion of the proceeds will be utilized to redeem all $60.0 million of NWE Public Service's 2.80 percent South Dakota First Mortgage Bonds due on June 15, 2026.

 

 

(7) Segment Information

 

Our reportable segments are engaged in the electric and natural gas utility businesses.

 

Our Chief Operating Decision Maker (CODM), who is our Chief Executive Officer, uses segment net income to evaluate if our operating segments are earning their authorized rate of return and in the annual budget and forecasting process. Our CODM also uses segment net income to determine how to allocate capital resources between our operating segments and when to allocate the resources necessary to file for rate reviews. Segment asset and capital expenditure information is not provided for our reportable segments. As an integrated electric and gas utility, we operate significant assets that are not dedicated to a specific reportable segment.

 

 


 

Financial data for the reportable segments are as follows (in thousands):

 

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

March 31, 2026

 

Electric

 

Gas

 

Total

Operating revenues

$

362,054

 

$

135,516

 

$

497,570

Fuel, purchased supply and direct transmission expense (exclusive of depreciation

 

 

 

 

 

 

 

 

and depletion shown separately below)

 

90,275

 

 

55,290

 

 

145,565

Operating, general, and administrative

 

89,601

 

 

27,131

 

 

116,732

Property and other taxes

 

39,211

 

 

11,152

 

 

50,363

Depreciation and depletion

 

55,469

 

 

11,362

 

 

66,831

Interest expense, net

 

(30,185)

 

 

(7,871)

 

 

(38,056)

Other income, net

 

1,545

 

 

624

 

 

2,169

Income tax expense

 

(11,483)

 

 

(3,135)

 

 

(14,618)

Segment net income

$

47,375

 

$

20,199

 

$

67,574

Reconciliation to consolidated net income

 

 

 

 

 

 

 

 

Other, net(1)

 

 

 

 

 

 

 

(4,118)

Consolidated net income

 

 

 

 

 

 

$

63,456

 

Three Months Ended

 

 

 

 

 

 

 

 

March 31, 2025

 

Electric

 

Gas

 

Total

Operating revenues

$

335,483

 

$

131,147

 

$

466,630

Fuel, purchased supply and direct transmission expense (exclusive of depreciation

 

 

 

 

 

 

 

 

and depletion shown separately below)

 

92,752

 

 

45,445

 

 

138,197

Operating, general, and administrative

 

72,479

 

 

25,170

 

 

97,649

Property and other taxes

 

33,286

 

 

9,795

 

 

43,081

Depreciation and depletion

 

52,488

 

 

9,912

 

 

62,400

Interest expense, net

 

(27,756)

 

 

(7,034)

 

 

(34,790)

Other income, net

 

2,490

 

 

1,091

 

 

3,581

Income tax expense

 

(9,872)

 

 

(4,427)

 

 

(14,299)

Segment net income

$

49,340

 

$

30,455

 

$

79,795

Reconciliation to consolidated net income

 

 

 

 

 

 

 

 

Other, net(1)

 

 

 

 

 

 

 

(2,855)

Consolidated net income

 

 

 

 

 

 

$

76,940

 

(1) Consists of unallocated corporate costs, including merger-related costs, and certain limited unregulated activity within the energy industry.

 

 

(8) Revenue from Contracts with Customers

 

Nature of Goods and Services

 

We provide retail electric and natural gas services to three primary customer classes. Our largest customer class consists of residential customers, which includes single private dwellings and individual apartments. Our commercial customers consist primarily of main street businesses, and our industrial customers consist primarily of manufacturing and processing businesses that turn raw materials into products.

 

Electric Segment - Our regulated electric utility business primarily provides generation, transmission, and distribution services to customers in our Montana and South Dakota jurisdictions. We recognize revenue when electricity is delivered to the customer. Payments on our tariff-based sales are generally due 20-30 days after the billing date.

 

Natural Gas Segment - Our regulated natural gas utility business primarily provides production, storage, transmission, and distribution services to customers in our Montana, South Dakota, and Nebraska jurisdictions. We recognize revenue when natural gas is delivered to the customer. Payments on our tariff-based sales are generally due 20-30 days after the billing date.

 

 


 

Disaggregation of Revenue

 

The following tables disaggregate our revenue by major source and customer class (in thousands):

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

March 31, 2026

 

 

 

 

 

 

March 31, 2025

 

 

 

 

Electric

 

Natural Gas

 

Total

 

 

Electric

 

Natural Gas

 

Total

Montana

$

120,438

 

$

48,138

 

$

168,576

 

$

114,977

 

$

51,418

 

$

166,395

South Dakota

 

23,229

 

 

14,524

 

 

37,753

 

 

22,292

 

 

15,570

 

 

37,862

Nebraska

 

 

11,161

 

 

11,161

 

 

 

13,209

 

 

13,209

Residential

 

143,667

 

 

73,823

 

 

217,490

 

 

137,269

 

 

80,197

 

 

217,466

Montana

 

106,482

 

 

26,877

 

 

133,359

 

 

96,952

 

 

26,758

 

 

123,710

South Dakota

 

31,397

 

 

11,754

 

 

43,151

 

 

29,315

 

 

11,175

 

 

40,490

Nebraska

 

 

6,506

 

 

6,506

 

 

 

7,441

 

 

7,441

Commercial

 

137,879

 

 

45,137

 

 

183,016

 

 

126,267

 

 

45,374

 

 

171,641

Industrial

 

11,864

 

 

791

 

 

12,655

 

 

10,100

 

 

484

 

 

10,584

Lighting, governmental, irrigation, and interdepartmental

 

5,509

 

 

524

 

 

6,033

 

 

4,693

 

 

591

 

 

5,284

Total Retail Revenues

 

298,919

 

 

120,275

 

 

419,194

 

 

278,329

 

 

126,646

 

 

404,975

Regulatory Amortization

 

12,277

 

 

(1,001)

 

 

11,276

 

 

27,690

 

 

(9,436)

 

 

18,254

Transmission

 

28,765

 

 

 

28,765

 

 

26,555

 

 

 

26,555

Transportation, wholesale and other

 

22,093

 

 

16,242

 

 

38,335

 

 

2,909

 

 

13,937

 

 

16,846

Total Revenues

$

362,054

 

$

135,516

 

$

497,570

 

$

335,483

 

$

131,147

 

$

466,630

 

 

(9) Earnings Per Share

 

Basic earnings per share are computed by dividing earnings applicable to common stock by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of common stock equivalent shares that could occur if unvested shares were to vest. Common stock equivalent shares are calculated using the treasury stock method, as applicable. The dilutive effect is computed by dividing earnings applicable to common stock by the weighted average number of common shares outstanding plus the effect of the outstanding unvested restricted stock and performance share awards. Average shares used in computing the basic and diluted earnings per share are as follows:

 

 

Three Months Ended

 

March 31, 2026

March 31, 2025

Basic computation

61,460,756

61,339,498

Dilutive effect of:
Performance and restricted share awards(1)

171,246

86,603

Diluted computation

61,632,002

61,426,101

 

(1)
Performance share awards are included in diluted weighted average number of shares outstanding based upon what would be issued if the end of the most recent reporting period was the end of the term of the award.

 

As of March 31, 2026, there were no shares from performance and restricted share awards which were antidilutive and excluded from the earnings per share calculations, compared to 49,071 shares as of March 31, 2025.

 

 

 

 


 

(10) Employee Benefit Plans

 

We sponsor and/or contribute to pension and postretirement health care and life insurance benefit plans for eligible employees. Net periodic benefit cost (credit) for our pension and other postretirement plans consists of the following (in thousands):

 

 

Pension Benefits

 

 

 

Other Postretirement Benefits

 

Three Months Ended March 31,

 

 

Three Months Ended March 31,

 

2026

 

 

 

2025

 

 

2026

 

 

2025

Components of Net Periodic Benefit Cost (Credit)

 

 

 

 

 

 

 

 

 

 

 

Service cost

$

1,098

 

$

1,195

 

$

54

 

$

62

Interest cost

 

2,891

 

 

6,045

 

 

102

 

 

127

Expected return on plan assets

 

(2,923)

 

 

(5,742)

 

 

(403)

 

 

(354)

Recognized actuarial loss (gain)

 

 

 

(161)

 

 

(70)

Net periodic benefit cost (credit)

$

1,066

 

$

1,498

 

$

(408)

 

$

(235)

 

 

 

 

 

 

 

 

 

 

 

 

 

We contributed $2.0 million to our pension plans during the three months ended March 31, 2026. We expect to contribute an additional $9.5 million to our pension plans during the remainder of 2026.

 

 

(11) Commitments and Contingencies Parent Guarantee

 

NorthWestern Energy Group, Inc. has guaranteed the contractual obligations of its wholly-owned subsidiary, NorthWestern Colstrip 370Pu, LLC (NW Colstrip 370), to its counterparty to an agreement for the sale of capacity and energy from our recently acquired 370 megawatt ownership interest in the Colstrip facility. The guarantee exists during the January 2026 through September 2027 term of the agreement. The guarantee is unconditional and irrevocable, covering all payment obligations of the subsidiary under the contract up to a maximum amount of $15.0 million. The guarantee is triggered in an event where NW Colstrip 370 fails to pay any amounts that could come due under the agreement. As of March 31, 2026, no demand has been made under the guarantee and management believes that risk of material payment under this guarantee is remote.

 

 

 

ENVIRONMENTAL LIABILITIES AND REGULATION

 

The circumstances set forth in Note 20 - Commitments and Contingencies to the financial statements included in the NorthWestern Energy Group Annual Report on Form 10-K for the year ended December 31, 2025 appropriately represent, in all material respects, the current status of our environmental liabilities and regulation.

 

LEGAL PROCEEDINGS

 

We are subject to various legal proceedings, governmental audits and claims that arise in the ordinary course of business. In our opinion, the amount of ultimate liability with respect to these other actions will not materially affect our financial position, results of operations, or cash flows.