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TXNM Energy (In millions, except EPS) | ||||
Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | |
GAAP net earnings attributable | $21.6 | $48.0 | $30.5 | $95.2 |
GAAP diluted EPS | $0.22 | $0.53 | $0.32 | $1.05 |
Ongoing net earnings | $24.5 | $54.3 | $42.6 | $91.3 |
Ongoing diluted EPS | $0.25 | $0.60 | $0.45 | $1.01 |
ALBUQUERQUE, N.M., Aug. 1, 2025 /PRNewswire/ -- TXNM Energy (NYSE: TXNM) today released its 2025 second quarter results. Earnings results in the second quarter reflect the issuance of $600 million of equity, including $400 million issued to affiliates of Blackstone Infrastructure Partners L.P. ("Blackstone Infrastructure"), and debt refinancing resulting from the proposed transaction with Blackstone Infrastructure. As previously announced, TXNM Energy is not affirming previously issued earnings guidance for 2025 and does not plan to issue revised earnings guidance during the pending transaction.
"During the second quarter, we achieved constructive regulatory outcomes with significant benefits for our customers, including an unopposed rate stipulation at PNM," said Don Tarry, President and CEO of TXNM Energy. "We are excited about the potential opportunities through our partnership with Blackstone Infrastructure, and we look forward to working through the regulatory processes in New Mexico and Texas to bring those benefits to our customers and communities."
TRANSACTION UPDATE
On May 19, 2025, TXNM announced an agreement under which affiliates of Blackstone Infrastructure will acquire the outstanding common stock of TXNM Energy for $61.25 per share in cash upon closing, reflecting a total enterprise value of $11.5 billion, including net debt (excluding securitization debt) and preferred stock.
The transaction is subject to shareholder approval, along with federal and state-level approvals, and is expected to close in the second half of 2026.
REGULATORY UPDATE
TNMP's first Distribution Cost Recovery Factor ("DCRF") filing for 2025 was approved and implemented in the second quarter, providing recovery for $176 million of rate base. TNMP's second Transmission Cost of Service and DCRF filings for the year were filed in July 2025, seeking recovery for an additional $115 million of combined rate base.
At PNM, the first phase of PNM's previously approved $105 million rate increase was implemented July 1, 2025, with the second phase to be implemented April 1, 2026. Additionally, PNM's unopposed stipulation in its 2028 Resource Application was approved, adding 450 megawatts of new solar and battery storage capacity in 2028.
SEGMENT REPORTING OF 2025 SECOND QUARTER EARNINGS
EPS Results by Segment
GAAP Diluted EPS | Ongoing Diluted EPS | ||||
Q2 2025 | Q2 2024 | Q2 2025 | Q2 2024 | ||
PNM | $0.25 | $0.34 | $0.12 | $0.41 | |
TNMP | $0.22 | $0.33 | $0.27 | $0.33 | |
Corporate and Other | ($0.25) | ($0.14) | ($0.14) | ($0.14) | |
Consolidated TXNM Energy | $0.22 | $0.53 | $0.25 | $0.60 | |
Net changes to GAAP and ongoing earnings in the second quarter of 2025 compared to the second quarter of 2024 include:
GAAP and ongoing earnings per share were reduced in the second quarter of 2025 by additional shares issued in December 2024 and the second quarter of 2025.
In addition, GAAP earnings in the second quarter of 2025 included $16.6 million of net unrealized gains on investment securities compared to $5.6 million of net unrealized losses in the second quarter of 2024. GAAP earnings in the second quarter of 2025 included $19.5 million of costs related to the planned acquisition, including interest expense impacts at TNMP related to the prepayment of bonds and the backstop credit facility.
Background:
TXNM Energy (NYSE: TXNM), an energy holding company based in Albuquerque, New Mexico, delivers energy to more than 800,000 homes and businesses across Texas and New Mexico through its regulated utilities, TNMP and PNM. For more information, visit the company's website at www.TXNMEnergy.com.
CONTACTS: | |||
Analysts | Media | ||
Lisa Goodman | Corporate Communications | ||
(505) 241-2160 | (505) 241-2743 | ||
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Statements made in this press release that relate to future events or expectations, projections, estimates, intentions, goals, targets, and strategies are made pursuant to the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally include statements regarding the potential transaction between TXNM Energy and Blackstone Infrastructure, including any statements regarding the expected timetable for completing the potential transaction, the ability to complete the potential transaction, the expected benefits of the potential transaction, projected financial information, future opportunities, and any other statements regarding TXNM Energy's and Blackstone Infrastructure's future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows, or future events or performance. Readers are cautioned that all forward-looking statements are based upon current expectations and estimates. Neither Blackstone Infrastructure nor TXNM Energy assumes any obligation to update this information. Because actual results may differ materially from those expressed or implied by these forward-looking statements, TXNM Energy caution readers not to place undue reliance on these statements. TXNM Energy's business, financial condition, cash flow, and operating results are influenced by many factors, which are often beyond its control, that can cause actual results to differ from those expressed or implied by the forward-looking statements. For a discussion of risk factors and other important factors affecting forward-looking statements, please see TXNM Energy's Form 10-K and Form 10-Q filings and the information filed on TXNM Energy's Forms 8-K with the Securities and Exchange Commission (the "SEC"), which factors are specifically incorporated by reference herein and the risks and uncertainties related to the proposed transaction with Blackstone Infrastructure, including, but not limited to: the expected timing and likelihood of completion of the pending transaction, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the pending transaction that could reduce anticipated benefits or cause the parties to abandon the transaction, the occurrence of any event, change or other circumstances that could give rise to the termination of the transaction agreement, including in circumstances requiring the Company to pay a termination fee, the possibility that TXNM Energy's shareholders may not approve the transaction agreement, the risk that the parties may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all, the outcome of legal proceedings that may be instituted against TXNM Energy, its directors and others related to the proposed transaction, risks related to disruption of management time from ongoing business operations due to the proposed transaction, the risk that the proposed transaction and its announcement could have an adverse effect on the ability of TXNM Energy to retain and hire key personnel and maintain relationships with its customers and suppliers, and on its operating results and businesses generally, the amount of costs, fees, charges or expenses resulting from the proposed transaction, and the risk that the price of TXNM Energy's common stock may fluctuate during the pendency of the proposed transaction and may decline significantly if the proposed transaction is not completed. Other unpredictable or unknown factors not discussed in this communication could also have material adverse effects on forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.
Non-GAAP Financial Measures
GAAP refers to generally accepted accounting principles in the U.S. Ongoing earnings is a non-GAAP financial measure that excludes the impact of net unrealized mark-to-market gains and losses on economic hedges, the net change in unrealized gains and losses on investment securities, pension expense related to previously disposed of gas distribution business, and certain non-recurring, infrequent, and other items that are not indicative of fundamental changes in the earnings capacity of the Company's operations. The Company uses ongoing earnings and ongoing earnings per diluted share to evaluate the operations of the Company and to establish goals, including those used for certain aspects of incentive compensation, for management and employees. While the Company believes these financial measures are appropriate and useful for investors, they are not measures presented in accordance with GAAP. The Company does not intend for these measures, or any piece of these measures, to represent any financial measure as defined by GAAP. Furthermore, the Company's calculations of these measures as presented may or may not be comparable to similarly titled measures used by other companies. Reconciliations between GAAP and ongoing earnings are contained in schedules 1-4.
TXNM Energy, Inc. and Subsidiaries Schedule 1 Reconciliation of GAAP to Ongoing Earnings (Unaudited) | ||||||||
PNM | TNMP | Corporate | TXNM | |||||
(in thousands) | ||||||||
Three Months Ended June 30, 2025 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 24,362 | $ 20,968 | $ (23,754) | $ 21,576 | ||||
Adjusting items before income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities2a | (16,617) | — | — | (16,617) | ||||
Rate Request settlement2b | 1,500 | — | — | 1,500 | ||||
Pension expense related to previously disposed of gas distribution business2c | 784 | — | — | 784 | ||||
Process improvement initiatives2d | 227 | — | 155 | 382 | ||||
Merger related costs2e | 17 | 6,771 | 12,751 | 19,539 | ||||
Total adjustments before income tax effects | (14,089) | 6,771 | 12,906 | 5,588 | ||||
Income tax impact of above adjustments1 | 3,578 | (1,422) | (3,278) | (1,122) | ||||
Timing of statutory and effective tax rates on non-recurring items4 | (2,753) | 84 | 1,129 | (1,540) | ||||
Total income tax impacts3 | 825 | (1,338) | (2,149) | (2,662) | ||||
Adjusting items, net of income taxes | (13,264) | 5,433 | 10,757 | 2,926 | ||||
Ongoing Earnings (Loss) | $ 11,098 | $ 26,401 | $ (12,997) | $ 24,502 | ||||
Six Months Ended June 30, 2025 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 25,307 | $ 43,251 | $ (38,059) | $ 30,499 | ||||
Adjusting items before income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities2a | (8,383) | — | — | (8,383) | ||||
Rate Request settlement2b | 1,500 | — | — | 1,500 | ||||
Pension expense related to previously disposed of gas distribution business2c | 1,568 | — | — | 1,568 | ||||
Process improvement initiatives2d | 443 | — | 155 | 598 | ||||
Merger related costs2e | 17 | 6,771 | 14,364 | 21,152 | ||||
Total adjustments before income tax effects | (4,855) | 6,771 | 14,519 | 16,435 | ||||
Income tax impact of above adjustments1 | 1,233 | (1,422) | (3,689) | (3,878) | ||||
Timing of statutory and effective tax rates on non-recurring items4 | (1,668) | 25 | 1,215 | (428) | ||||
Total income tax impacts3 | (435) | (1,397) | (2,474) | (4,306) | ||||
Adjusting items, net of income taxes | (5,290) | 5,374 | 12,045 | 12,129 | ||||
Ongoing Earnings (Loss) | $ 20,017 | $ 48,625 | $ (26,014) | $ 42,628 | ||||
1 Tax effects calculated using a tax rate of 21.0% for TNMP and 25.4% for other segments | ||||||||
2 The pre-tax impacts (in thousands) of adjusting items are reflected on the GAAP Condensed Consolidated Statements of Earnings as follows: | ||||||||
a Changes in "Gains on investment securities" reflecting non-cash performance relative to market, not indicative of funding requirements | ||||||||
b Increases in "Administrative and general" | ||||||||
c Increases in "Other (deductions)" | ||||||||
d Increases in "Energy production costs" of less than $0.1 million and $0.2 million, in "Transmission and distribution costs" of less than | ||||||||
e Increases in "Administrative and general" of $0.1 million and in "Interest charges" of $6.7 million at TNMP for the three and six months | ||||||||
3 Increases (decreases) in "Income Taxes (Benefits)" | ||||||||
4 Income tax timing impacts resulting from differences between the statutory rates of 25.4% for PNM, 21.0% for TNMP and the average |
TXNM Energy, Inc. and Subsidiaries Schedule 2 Reconciliation of GAAP to Ongoing Earnings (Unaudited) | ||||||||
PNM | TNMP | Corporate | TXNM | |||||
(in thousands) | ||||||||
Three Months Ended June 30, 2024 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 30,787 | $ 29,925 | $ (12,663) | $ 48,049 | ||||
Adjusting items before income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities2a | 5,573 | — | — | 5,573 | ||||
Regulatory disallowances2b | 246 | — | — | 246 | ||||
Pension expense related to previously disposed of gas distribution business2c | 433 | — | — | 433 | ||||
Merger related costs2d | 131 | (26) | 800 | 905 | ||||
Total adjustments before income tax effects | 6,383 | (26) | 800 | 7,157 | ||||
Income tax impact of above adjustments1 | (1,621) | 5 | (203) | (1,819) | ||||
Timing of statutory and effective tax rates on non-recurring items5 | 1,626 | (83) | (593) | 950 | ||||
Total income tax impacts4 | 5 | (78) | (796) | (869) | ||||
Adjusting items, net of income taxes | 6,388 | (104) | 4 | 6,288 | ||||
Ongoing Earnings (Loss) | $ 37,175 | $ 29,821 | $ (12,659) | $ 54,337 | ||||
Six Months Ended June 30, 2024 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 72,707 | $ 44,508 | $ (21,976) | $ 95,239 | ||||
Adjusting items before income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities2a | (6,658) | — | — | (6,658) | ||||
Regulatory disallowances2b | 4,705 | — | — | 4,705 | ||||
Pension expense related to previously disposed of gas distribution business2c | 866 | — | — | 866 | ||||
Merger related costs2d | 134 | (22) | 1,650 | 1,762 | ||||
Sale of NMRD3 | — | — | 15,097 | 15,097 | ||||
Total adjustments before income tax effects | (953) | (22) | 16,747 | 15,772 | ||||
Income tax impact of above adjustments1 | 243 | 4 | (4,254) | (4,007) | ||||
Sale of NMRD3 | — | — | (15,712) | (15,712) | ||||
Total income tax impacts4 | 243 | 4 | (19,966) | (19,719) | ||||
Adjusting items, net of income taxes | (710) | (18) | (3,219) | (3,947) | ||||
Ongoing Earnings (Loss) | $ 71,997 | $ 44,490 | $ (25,195) | $ 91,292 | ||||
1Tax effects calculated using a tax rate of 21.0% for TNMP and 25.4% for other segments | ||||||||
2 The pre-tax impacts (in thousands) of adjusting items are reflected on the GAAP Condensed Consolidated Statement of Earnings as follows: | ||||||||
a Changes in "Gains on investment securities" reflecting non-cash performance relative to market, not indicative of funding requirements | ||||||||
b Decreases in "Electric Operating Revenue" of $0.2 million for the three and six months ended June 30, 2024 and an increase in | ||||||||
c Increases in "Other (deductions)" | ||||||||
d Increases (decreases) in "Administrative and general" | ||||||||
3 Net gain of $4.4 million on the sale of NMRD: Increase in "Other (deductions)" of $15.1 million, decrease in "Income Taxes (Benefits)" | ||||||||
4 Increases (decreases) in "Income Taxes (Benefits)" | ||||||||
5 Income tax timing impacts resulting from differences between the statutory rates of 25.4% for PNM, 21.0% for TNMP and the average | ||||||||
TXNM Energy, Inc. and Subsidiaries Schedule 3 Reconciliation of GAAP to Ongoing Earnings Per Diluted Share (Unaudited) | ||||||||
PNM | TNMP | Corporate | TXNM | |||||
(per diluted share) | ||||||||
Three Months Ended June 31, 2025 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 0.25 | $ 0.22 | $ (0.25) | $ 0.22 | ||||
Adjusting items, net of income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities | (0.13) | — | — | (0.13) | ||||
Rate Request settlement | 0.01 | — | — | 0.01 | ||||
Pension expense related to previously disposed of gas distribution business | 0.01 | — | — | 0.01 | ||||
Merger related costs | — | 0.05 | 0.10 | 0.15 | ||||
Timing of statutory and effective tax rates on non-recurring items | (0.02) | — | 0.01 | (0.01) | ||||
Total Adjustments | (0.13) | 0.05 | 0.11 | 0.03 | ||||
Ongoing Earnings (Loss) | $ 0.12 | $ 0.27 | $ (0.14) | $ 0.25 | ||||
Average Diluted Shares Outstanding: 96,196,269 | ||||||||
Six Months Ended June 30, 2025 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 0.27 | $ 0.46 | $ (0.41) | $ 0.32 | ||||
Adjusting items, net of income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities | (0.07) | — | — | (0.07) | ||||
Rate Request settlement | 0.01 | — | — | 0.01 | ||||
Pension expense related to previously disposed of gas distribution business | 0.01 | — | — | 0.01 | ||||
Process improvement initiatives | — | — | 0.01 | 0.01 | ||||
Merger related costs | — | 0.05 | 0.12 | 0.17 | ||||
Timing of statutory and effective tax rates on non-recurring items | (0.01) | — | 0.01 | — | ||||
Total Adjustments | (0.06) | 0.05 | 0.14 | 0.13 | ||||
Ongoing Earnings (Loss) | $ 0.21 | $ 0.51 | $ (0.27) | $ 0.45 | ||||
Average Diluted Shares Outstanding: 94,637,324 | ||||||||
TXNM Energy, Inc. and Subsidiaries Schedule 4 Reconciliation of GAAP to Ongoing Earnings Per Diluted Share (Unaudited) | ||||||||
PNM | TNMP | Corporate | TXNM | |||||
(per diluted share) | ||||||||
Three Months Ended June 30, 2024 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 0.34 | $ 0.33 | $ (0.14) | $ 0.53 | ||||
Adjusting items, net of income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities | 0.05 | — | — | 0.05 | ||||
Merger related costs | — | — | 0.01 | 0.01 | ||||
Timing of statutory and effective tax rates on non-recurring items | 0.02 | — | (0.01) | 0.01 | ||||
Total Adjustments | 0.07 | — | — | 0.07 | ||||
Ongoing Earnings (Loss) | $ 0.41 | $ 0.33 | $ (0.14) | $ 0.60 | ||||
Average Diluted Shares Outstanding: 90,552,082 | ||||||||
Six Months Ended June 30, 2024 | ||||||||
GAAP Net Earnings (Loss) Attributable to TXNM | $ 0.80 | $ 0.49 | $ (0.24) | $ 1.05 | ||||
Adjusting items, net of income tax effects: | ||||||||
Net change in unrealized (gains) losses on investment securities | (0.05) | — | — | (0.05) | ||||
Sale of NMRD | — | — | (0.05) | (0.05) | ||||
Regulatory disallowances | 0.04 | — | — | 0.04 | ||||
Pension expense related to previously disposed of gas distribution business | 0.01 | — | — | 0.01 | ||||
Merger related costs | — | — | 0.01 | 0.01 | ||||
Total Adjustments | — | — | (0.04) | (0.04) | ||||
Ongoing Earnings (Loss) | $ 0.80 | $ 0.49 | $ (0.28) | $ 1.01 | ||||
Average Diluted Shares Outstanding: 90,532,986 | ||||||||
TXNM Energy, Inc. and Subsidiaries Schedule 5 Condensed Consolidated Statements of Earnings (Unaudited) | |||||||
Three Months Ended | Six Months Ended | ||||||
2025 | 2024 | 2025 | 2024 | ||||
(In thousands, except per share amounts) | |||||||
Electric Operating Revenues | $ 502,420 | $ 488,102 | $ 985,212 | $ 924,979 | |||
Operating Expenses: | |||||||
Cost of energy | 167,622 | 154,706 | 336,804 | 287,010 | |||
Administrative and general | 75,991 | 59,581 | 136,760 | 115,008 | |||
Energy production costs | 26,081 | 24,584 | 50,627 | 46,796 | |||
Regulatory disallowances | — | — | — | 4,459 | |||
Depreciation and amortization | 105,235 | 94,413 | 209,786 | 187,600 | |||
Transmission and distribution costs | 26,461 | 25,051 | 51,966 | 47,815 | |||
Taxes other than income taxes | 28,329 | 24,084 | 54,679 | 50,018 | |||
Total operating expenses | 429,719 | 382,419 | 840,622 | 738,706 | |||
Operating income | 72,701 | 105,683 | 144,590 | 186,273 | |||
Other Income and Deductions: | |||||||
Interest income | 3,872 | 4,470 | 8,119 | 9,050 | |||
Gains on investment securities | 23,556 | 558 | 22,315 | 18,556 | |||
Other income | 5,704 | 7,688 | 10,433 | 12,599 | |||
Other (deductions) | (6,481) | (1,636) | (8,739) | (18,158) | |||
Net other income and deductions | 26,651 | 11,080 | 32,128 | 22,047 | |||
Interest Charges | 72,013 | 55,828 | 135,564 | 109,590 | |||
Earnings before Income Taxes | 27,339 | 60,935 | 41,154 | 98,730 | |||
Income Taxes (Benefits) | 1,326 | 8,971 | 2,344 | (3,600) | |||
Net Earnings | 26,013 | 51,964 | 38,810 | 102,330 | |||
(Earnings) Attributable to Valencia Non-controlling Interest | (4,305) | (3,783) | (8,047) | (6,827) | |||
Preferred Stock Dividend Requirements of Subsidiary | (132) | (132) | (264) | (264) | |||
Net Earnings Attributable to TXNM | $ 21,576 | $ 48,049 | $ 30,499 | $ 95,239 | |||
Net Earnings Attributable to TXNM per Common Share: | |||||||
Basic | $ 0.22 | $ 0.53 | $ 0.32 | $ 1.05 | |||
Diluted | $ 0.22 | $ 0.53 | $ 0.32 | $ 1.05 | |||
Dividends Declared per Common Share | $ 0.4075 | $ 0.3875 | $ 0.8150 | $ 0.7750 | |||
SOURCE TXNM Energy, Inc.
| Aug-28 | |
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PNM files proposed $11.5B Blackstone takeover deal with New Mexico PRC
TXNM
The Santa Fe New Mexican
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| Aug-25 |
TXNM Energy, PNM's parent company, files $11.5 billion Blackstone acquisition with state regulators
TXNM
Albuquerque Journal, N.M.
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| Aug-25 | |
| Aug-01 | |
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