XML 33 R13.htm IDEA: XBRL DOCUMENT v3.25.4
Acquisitions
 12 Months Ended
Dec. 31, 2025
Business Combination [Abstract]  
Acquisitions
4. ACQUISITIONS
Acquisition of Florida City Gas
On November 30, 2023, we completed the acquisition of FCG for $922.8 million in cash, including working capital adjustments as defined in the agreement that were settled during the first quarter of 2024, pursuant to the stock purchase agreement with Florida Power & Light Company. Upon completion of the acquisition, FCG became a wholly-owned subsidiary of the Company and is included within our Regulated Energy segment.
The purchase price of the acquisition was funded with $366.4 million of net proceeds from the issuance of 4.4 million shares of our common stock, the issuance of approximately $550.0 million principal amount of uncollateralized senior notes, and borrowings under the Company's Revolver. See Note 12, Long-Term Debt, and Note 14, Stockholders' Equity, for additional details on these financing activities.
The excess of the purchase price for FCG over the fair value of the assets acquired and liabilities assumed was reflected as goodwill within the Regulated Energy segment. Goodwill resulting from the acquisition was largely attributable to expansion opportunities provided within our existing regulated operations in Florida, including planned customer growth and growth in rate base through continued investment in our utility infrastructure, as well as natural gas transmission infrastructure supporting the distribution operations. The goodwill recognized in connection with the acquisition of FCG is deductible for income tax purposes.
The components of the purchase price allocation are as follows:
(in millions) 
Assets acquired:Acquisition Date Fair Value
Cash$2.3 
Accounts receivable, net14.1 
Regulatory assets - current3.0 
Other current assets2.0 
Property, plant and equipment 454.4 
Goodwill 460.9 
Regulatory assets - non-current3.4 
Other deferred charges and other assets18.3 
Total assets acquired958.4 
Liabilities assumed:
Current liabilities(20.9)
Regulatory liabilities(14.1)
Other deferred credits and other liabilities(0.6)
Total liabilities assumed(35.6)
Net purchase price$922.8 

Direct transaction and transition-related costs of $10.4 million associated with the FCG acquisition are reflected in “FCG transaction and transition-related expenses” on our consolidated statement of income for the year ended December 31, 2023. In addition, interest charges included $4.1 million related to fees and expenses associated with the Bridge Facility, which was terminated without any funds drawn, for the year ended December 31, 2023. Other transaction costs of $15.9 million related primarily to the debt and equity financings executed in connection with the acquisition, were deferred on the consolidated balance sheet or recorded in equity as an offset to proceeds received, as appropriate, as of December 31, 2023.

For the year ended December 31, 2025, the Company’s consolidated results include $170.4 million of operating revenue and net income of $5.2 million attributable to FCG which includes $1.2 million of transaction and transition-related expenses. For the year ended December 31, 2024, the Company’s consolidated results include $140.3 million of operating revenue and net income of $13.5 million attributable to FCG which includes $4.0 million of the transaction and transition-related expenses described above. In 2025, the Company filed a traditional depreciation filing with the FPSC related to the remaining excess depreciation reserve. See Note 17, Rates and Other Regulatory Activities, for additional information.