Welcome to the Southwest Gas Holdings Fourth Quarter and Full Year 2025 Earnings Conference Call. Today's call is being recorded, and our webcast is live. A replay will be available later today and for the next 12 months on the Southwest Gas Holdings website. [Operator Instructions] I will now turn the call over to Tyler Franik Manager of Investor Relations of Southwest Gas Holdings.

Thank you, John, and hello, everyone. We appreciate you joining the call today. This morning, we issued and posted to Southwest Gas Holdings website our Fourth Quarter and Full Year 2025 earnings release and filed the associated Form 10-K. The slides accompanying today's call are also available on Southwest Gas Holdings website. We'll refer to those slides by number throughout the call today. Please note that on today's call, we will address certain factors that may impact 2026 earnings and discuss longer-term guidance. Information that will be discussed today contains forward-looking statements. These statements are based on management's assumptions on what the future holds but are subject to several risks and uncertainties, including uncertainties surrounding the impacts of future economic conditions, regulatory approvals and a significant capital project at Great Basin Gas Transmission Company. This cautionary note as well as a note regarding non-GAAP measures is included on Slides 2 and 3 of this presentation, in today's press release and in our filings with the Securities and Exchange Commission, all of which we encourage you to review. These risks and uncertainties may cause actual results to differ materially from statements made today. We caution against placing undue reliance on any forward-looking statements, and we assume no obligation to update any such statement. As shown on Slide 4, on today's call, we have Karen Haller, President and CEO of Southwest Gas Holdings; Justin Forsberg, Chief Financial Officer and Treasurer of Southwest Gas Holdings; and Justin Brown, President of Southwest Gas Corporation as well as other members of the management team available to answer your questions during the Q&A portion of the call today. I will now turn the call over to Karen.

Thanks, Tyler. Good morning, everyone, and thank you for joining us today. Last year, we turned the page on our transformational strategy with the successful disposition of Centuri in September. The important milestone that completed our transition to a fully regulated natural gas business. This strategic step enabled us to fully pay down the remaining holding company debt strengthened our balance sheet and unlocked meaningful capital to reinvest in our core operations. With our focus now fully centered on our regulated natural gas business, we are approaching 2026 with a stronger foundation and greater flexibility to execute on our strategic priorities and the opportunities ahead. As a result of our full separation of Centuri, termination of the [ Icahn ] Cooperation agreement and strong strategic position, I determined that after nearly 3 decades with the company, it is the right time for me to retire. One of the most significant responsibilities of the CEO and Board of Directors is to plan for the CEO succession. The Board was prepared for this milestone and appointed Justin Brown, a Southwest Gas' next CEO effective May 8. As President of our Utility Operations over the last few years, Justin has played a critical role in executing on our strategy and positioning the company for future success. He has a proven track record leading our utility operations, and the Board has full confidence in him as Southwest Gas' next Chief Executive Officer. Justin and I have worked closely together for many years, and I'm confident that he is the right leader to guide the company in its next phase. I will remain involved as an adviser to the company through the end of this year to ensure a smooth transition. With that, let's turn to Slide 5. In 2025, we delivered strong financial performance…

Thank you, Karen, for your generous words. And more importantly, thank you for your leadership and contributions to Southwest Gas over the past 29 years. I'm grateful for both our friendship and your continued partnership during this transition. It is both an honor and a responsibility to step into this role. I'm energized by the opportunity ahead and I look forward to continuing to work alongside our extraordinary team as we strive each day to exceed the expectations of our customers and our regulators and delivering safe, reliable and affordable natural gas service. . We have a strong foundation, a clear strategy and the right team to deliver. I'm confident in our ability to execute our plan with discipline and create long-term value for our stockholders. While simultaneously driving meaningful outcomes for all our stakeholders. Let me begin my portion of the presentation by turning your attention to Slide 9, where I'd like to begin with key regulatory developments in both Nevada and Arizona, as we prepare to file rate cases and what we anticipate will be catalysts for better aligning capital recovery with our investments, thereby improving long-term earnings visibility. In Arizona, we anticipate filing our rate case this week with new rates next year, and we plan to file our Nevada rate case next month and under the statutory 210-day process, new rates would become effective in the fourth quarter of this year. Importantly, both states now allow for potential alternative ratemaking adjustments following approval of a general rate case. While any mechanism remains subject to regulatory approval, we view these frameworks as constructive steps toward reducing regulatory lag and better aligning capital recovery. This slide provides a potential time line for how our alternative ratemaking opportunities in Nevada and Arizona could develop over the next few years,…

Thanks, Justin. Turning to Slide 14. While consolidated GAAP earnings per diluted share for 2025 were $6.08, this included discontinued operations. During the year, the company completed the sale of its remaining shares of Centuri on September 5, 2025, representing a full exit and qualifying Centuri for discontinued operations reporting. The transaction generated a net gain of approximately $260 million, which when combined with the Centuri performance throughout our period of ownership during the year contributed $2.83 per diluted share to consolidated GAAP earnings. . You can refer to Slide 32 in the appendix for a detailed breakdown of consolidated earnings for the year. Here, we present adjusted earnings per share from continuing operations, so you can clearly see the underlying business performance. As shown on the slide, adjusted earnings per diluted share from continuing operations increased nearly 19% from $3.07 in 2024 to $3.65 in 2025 and representing a $0.58 improvement year-over-year. This increase was driven by focused execution in our natural gas distribution business as well as significantly lower financing costs at Holdings. Southwest Gas earnings benefited from rate relief and continued customer growth, contributing approximately $0.30 per share to EPS. These margin benefits were partially offset by increased depreciation and amortization tied to ongoing capital investment, higher interest expense primarily related to regulatory account balances from overcollected purchased gas costs and modestly higher operations and maintenance expense. Lower overall expenses in the holding company were driven by a significant reduction in interest expense following the full repayment of prior holdco debt using proceeds from the Centuri transactions. This payoff was the primary driver of the improvement in earnings shown on the table. Turning to Slide 15. You'll see the year-over-year walk from 2024 to 2025 adjusted net income for Southwest Gas. Adjusted net income increased by 8.7%…

Thank you, Jay Fors. Before we move into the Q&A portion of the call, I'd like to draw your attention to Slide 23, where we highlight our commitment to delivering exceptional customer service, disciplined financial management maintaining a constructive regulatory engagement and preserving strategic flexibility while advancing our strategic priorities and achieving strong financial performance. I am confident in our trajectory as a leading pure play fully regulated natural gas business. . The team is focused on ensuring we safely, reliably and affordably meet the needs of our customers every day in order to deliver value to our stockholders. With that, let's open the call for questions.

[Operator Instructions] We will take our first question from Julien Dumoulin-Smith from Jefferies.

Just really nicely done. I got to say at the outset, this is an incredible update, lots. To ask here, but really got acknowledged at the outset. And obviously, Karen, Justin congrats to each of you, respectively here. Really great high note here. If I can pivot into the questions real quickly, though, just to kind of start at the top, I'm sure others will have a bunch. Just talk about the equity, right? I mean big plan, big chunk that you guys are biting off here. How do you think about the timing of equity? Have you engaged with the rating agencies? To what extent are you going to get some latitude or give yourselves latitude in the [indiscernible] metrics through the construction cycle here. Just trying to gauge, obviously, you've disclosed '26 equity or lack thereof, but how are you thinking about the ramp '27, '28. And that's the first question. I've got a follow-up.

Thank you, first of all. I appreciate it. And I'll let Jay Fors answer that question.

I appreciate the question, Julien. I think it's a good question. When you think about the -- I'll start with kind of the credit metrics, things like obviously, we have more than 500 basis points above our downgrade threshold at this point. And and we are committing to targeting that up greater than 300 basis points in the plan. So when you think about our anticipated equity needs for our capital plan at the utility, we think we can utilize some pretty significant leverage capacity in the holding company first to sort of offset those with really minimal equity needs. I think a way to think about it. Obviously, as you mentioned, we don't anticipate anything -- needing anything in this year. But when you -- on a go-forward basis, I think the way I would put it is when you think about we have a shelf that expires at the end of 2026. We'll be renewing and extending that shelf. We don't anticipate upsizing our existing $340 million ATM.

Yes, I suppose that's a signaling in and of itself as to how you think about the total equity needs you'll need through the plan, right?

Yes, we think so.

Excellent. And then -- yes, indeed. And then look, let's talk about the project itself, right? I mean you talked about this capacity subscribed of nearly 800 MCF. Can you elaborate a little bit about the total scope of the project here? I mean Obviously, you got some incremental interest above that. Just talk a little bit about what the customer interest was and to the extent that the [ 1.7 ] could have ever go larger. I just want to try to tackle that here at the outset as well, just in terms of like the total eventual opportunity here and/or any other interests that does emerge [indiscernible]. You talked about data centers in Nevada, and ultimately serve that kind of customer load. What are you seeing on that front just to hit that as well.

Julien, it's Justin. And Yes, to your point, we went through kind of elongated multi open season process last year, and a lot of that was driven by just different inbound inquiries we received. And I think as we've described in the past, at some point in time, we had to kind of coalesce around an in-service date that the majority we're focused on. And so we picked the 2028 number. And that's really kind of what we locked in on those customers that were interested in service by kind of end of calendar year '28, we had to kind of draw the line. And so I think to your point, when we think about kind of future demand, future interest, I think there's definitely some there because we had received much more inbound requests than what actually signed up. But again, I think you have to look at it in terms of kind of the timing of the different interests and people's projects and kind of what they anticipate timing. So I think a couple of things as we move forward that I would encourage you to think about is, one, we continue to work on the design aspects. Obviously, when we have signed up capacity at a certain dekatherm a day, when you design the system, it doesn't come in at that exact number, it's virtually impossible. So we're going to -- when we complete the design, we'll compare that design, kind of efficient design to what capacity it actually hold. If there's an opportunity to do a supplemental open season to fill up any remaining capacity based on the design, we'll do that. I think we feel confident that there is demand there and interest that people would take that. And then I think when we think about dates beyond 2028, we'll continue to work with prospective shippers on kind of what their interest is, what their timing is and we can always look to evaluate, again, kind of maybe another open season for a different date down the road.

Right. Last nuance here, if I can squeeze it in. Just the cadence of earnings uplift. I mean obviously, it's back-end weighted here. But can you speak to that as well as the -- what you're thinking on closing the gap on lag here in Arizona and Nevada as well as part of this updated plan.

Yes. I'll start with kind of the regulatory construct and kind of how we're looking about our continued effort and focus on reducing regulatory lag in our jurisdiction. So obviously, as I mentioned in my prepared remarks, this next couple of years is going to be very big for us in terms of we've got 2 sizable rate bases. We're getting ready to file. We think they're really going to be a catalyst moving forward in terms of being able to request formula rate adjustments as part of the rate case or in Nevada's case, using this rate case as kind of the springboard for that. . And so I think when we think about kind of those mechanisms and how they're going to be designed, obviously, each state is going to be a little bit different. But I think you can look at the [ UNS Gas ] decision from last week. And I think that's a pretty good proxy when you think about the facts and circumstances of UNS Gas kind of triangulating that with the policy statement and then some of the other proposals that are pending. I think we've always said we kind of look at hopefully being able to reduce kind of what has been kind of our historical gap of 160 basis points pertaining on any time. I think in combination with Nevada and Arizona, we're hoping to cut off about 100 basis points is what our goal is.

Julien, I can hit -- talk a little bit more about cadence like Karen and I both mentioned, right, the guidance, yes, it's really more front-end loaded, which I think is not what you're getting at, right? We have the run rate rate base growth [indiscernible] underlying [ LPC ] of about 7%, which really supports something that you kind of sort of model, if you will, through the whole 5-year plan is that earnings trajectory because as we tighten up that lag, it should be aligned pretty well with rate base growth. The earnings, the EPS growth should be, especially with the minimal equity issuances expectations. But I think when you think about these other things that Justin just mentioned plus the in-service anticipated at Great Basin that's where I pointed to that we see about 15% to 17% EPS growth rate over sort of that '28 to '29 from now.

Your next question comes from the line of Elias Jossen from JPMorgan Chase.

Maybe just thinking about the kind of post Great Basin and service earnings contribution. I know you've talked quite a bit about the back half versus the front half of the earnings CAGR. But can you just talk about maybe in 2030 when we start to see the full benefit of Great Basin what that earnings contribution could look like on a run rate basis? And because I think about some real inflection sort of in that 2030 time period based on those earnings contributions.

Yes, Elias. I think that's where we can point to the margin that we -- Justin mentioned, right, the $215 million to $245 million expected margin that we will get out of Great Basin. And with the sort of end of the year, toward the end of the year in service date in 2028. That margin contribution expected fully in '29 and in '30 because I'll just remind you and everybody on the call that we are expecting once we -- prior to in service that we would execute a minimum 20-year transportation service agreements that we would be bringing in that margin. And so that's kind of the Great Basin Contribution, if you will, for those outer 2 years to margin. And then you've got, as I mentioned a moment ago, the 7% kind of rate base growth of the underlying utility.

Got it. And then I think you touched on a bit in the previous response, but just -- if we think about sort of the language in the slides that discuss rate case outcomes in line with historical experience, can we just bifurcate that between sort of percentage of ask in the rate case outcomes themselves, but then if the formula rate adjustments would be incremental to that and just think about the earnings contributions from those in that language specifically?

Elias, it's Justin. Yes, I think that's a fair way to look at it in terms of kind of just our historical success, if you will, in terms of the spread between our ask and what we receive. And I think that's a reasonable way to look at it.

Your next question comes from the line of Chris Ellinghaus from Siebert Williams Shank.

Congratulations, Karen and Justin. Have a great retirement, Karen. I really appreciate the new disclosures, by the way. Justin, can you talk about the progress in the Nevada workshops thus far? And any thoughts you have?

Chris, yes, you bet. So the legislation was passed last summer. They held their first workshop in September, held another one in January and February. And again, it's just kind of working through, putting together kind of draft language draft regulations. I think the -- the good thing about the commission is they really kind of put an emphasis on trying to get consensus among the stakeholders. So there's a lot of work around kind of just evaluating kind of the competing interest different language people want, what's required by the legislation. So there's just a lot of back and forth on working on that consensus. We had -- our last workshop was just last week, last Friday, I believe. And I think we feel pretty good about we're getting there at the end. And so we anticipate probably getting some kind of draft consensus regulations out from the commission here over the next month or two

Okay. That helps. vis-a-vis the UNS Gas outcome, have you got any thoughts about ROE and relative to your discussion about the 100 basis point improvement target, does that incorporate your thoughts about where their head is on ROE?

Yes, Chris, this is Justin again. I think, generally speaking, I mean, that decision obviously just came out last week, but I think we've always kind of looked at that. And I think one of the things that we're going to see is that was, I think, one, the very first decision the commission came out with, and I thought that it was very much kind of directionally positive, generally constructive. And I think we're going to -- and I think they've said this all along that they want to kind of get cases in and kind of evaluate what they look like for each utility for larger gas, smaller gas electrics. So I think we're going to learn a lot more as APS and TEP kind of go through their process. And then as we continue to work with stakeholders on ours. But I think the good thing is, I think the parameters are kind of there when you look at the different proposals, when you look at the policy statement, when you look at the recent UNS Gas case that I think the fairway is kind of defined for everybody. And so we'll be able to kind of all work and see where we end up with the different utilities.

Okay. And I guess this is somewhat of a difficult question, but the 7% sort of longer-term base Southwest Gas rate base growth that you talked about. I assume that's not necessarily consolidated in maybe the 2030 sort of endpoint is part of it. But that doesn't include any kinds of upsides that you see for Great Basin longer term. Is that right?

Yes, Chris, Justin again. Yes, you're spot on. That's just kind of when we think about the historical and kind of the current investment in the utility. That's really what that was designed as to kind of -- we expect kind of consistent strong growth at the utility, and that's what that reflects. So it doesn't include anything that would be kind of a one-off or any additional Great Basin opportunities that may come down the road and may materialize over time.

Okay. Lastly, when you're talking about utilizing parent leverage for the Great Basin funding. Do you expect that to be permanent? Do you ever expect to push down any of the financing costs into Great Basin?

Yes, I think it's a great question, Chris. From our perspective, I think one way to look at that is we don't expect it to be permanent, I'll say that because we do expect -- I think what I'll where I'll go with this is we sold Centuri, which is an asset that was not contributing to the dividend, and we have these dollars to deploy, redeploy into an asset, which is expected to really throw off a lot of cash. earnings at the back end once it goes into service. And so Great Basin we'll have the capacity to give a pretty sizable dividend to the parent, which will help us eat into whatever leverage we put on the parent at that point in time.

Okay. Let me ask you one more thing. Can we -- you talked about maybe having some larger upside to the dividend growth later. Can we presume that once Great basins in service?

Yes, I think that's fair. Kind of along the same lines, what I just mentioned.

[Operator Instructions] Your next question comes from the line of Gabe Moreen from Mizuho.

Just congrats again to Karen and Justin. I just had one question around Great Basin, although it's a little bit multipart. I wanted to dig down a little bit deeper in terms of locking down or squaring away some of the variables here around cost, whether it's E&C compressors, pipe, just kind of where you really stand in that process and how you might be thinking about derisking some of that at this moment. So maybe if I could -- if you can address that, that would be great.

Yes, Gabe, it's Justin. Yes, as I indicated in my remarks, I mean, I think we're working -- we're trying to be very proactive from a supply chain standpoint, working -- going through the prefiling process with FERC to just really kind of mitigate any of those kind of typical project risk, if you will. Obviously, shipper risk is another one in terms of -- and that's why we went through kind of an elongated process to kind of make sure that we have firm precedent agreements signed up in order to kind of, again, try to mitigate risk associated with the project. We'll continue to kind of work through those processes. I think to your point on kind of where we sit right now, we feel like that's a pretty good estimate of what the cost is. Obviously, working through with our EPC contractor and different things. I think one of the things that I would say is when we make the anticipated filing with FERC at the end of this year for the formal application, we'll have an updated cost at that point in time. So I think that's a good marker for kind of -- we're going with what we believe is kind of our best estimate right now. When we go through this process, we're going to know more in 9 months. And when we make that filing with FERC, we'll be able to dial that in even a little bit more. And so that's kind of a good mile marker, if you will, to kind of to keep a look out on in terms of kind of what we anticipate the final project cost to be.

Gabe, I can just add something. I think you're getting at as well. It is a balance, which I think it's what you're kind of pointing to between trying to minimize the spending prior to getting a certificate from the FERC with making sure that we're mitigating some of these supply chain issues that Justin talked about. And so from that perspective, the precedent agreement is just as a reminder, I think you guys know this, but it does require a certain amount of surety that the shippers have to put up as we spend as we carefully spend dollars in this early time period.

I know I had 1 question, but 1 minor follow-up. To the extent you're going through the open season and you've got 800 million a day of capacity. To what extent were not further upstream constraints on procuring gas or capacity constraint on some of your customers here signing up for capacity?

Yes, Gabe, this is Justin again. I think that's really -- our understanding is our customers haven't expressed any restrictions in that regard. Obviously, that's something that they're responsible for, where we provide the pipeline for them to flow the gas supply that they purchase through. But yes, we're not aware of that. I think our understanding is there's sufficient capacity on the upstream suppliers as well to meet those needs.

Your next question comes from the line of Ryan Levine from Citigroup.

I had a couple of questions around just your guidance. In your -- by 2030, are you assuming that you're going to be at that 300 basis point distance from the [ 13% ] downgrade threshold? Is that embedded in plans? Or any color you could share around what's actually in your 2030 estimate?

Yes, I think that's a good question. I think the way you should look about -- folks should look at the greater than 300 basis points sort of target that we have out there really is kind of in the trough as we hit the maximum leverage at the holdco as we're -- whatever we have in our plan, right, as far as offsetting the equity needs using some holdco leverage. So it's not necessarily by 2030. I think based on kind of what I mentioned earlier in one of the Q&As around what Great Basin be able to -- is that permanent debt at the holdco, which I said it's not, right? So you'd actually see some -- I think some improvement in our -- in the current plan we have out there, we've seen some improvement in the FFO to debt metrics above that trough year, which is likely that 2028 year.

Okay. And then similarly, around the regulatory lag improvement in your plan. Is the 100 basis points embedded in the 13% EPS growth rate? Or is that if you exceed that, would you be above that or kind of conversely, if you underperform? Is that -- are those the key drivers of the outlook?

Ryan, it's Justin. Yes, I think the guidance that we provided, we've made some reasonable assumptions around kind of the timing of formula rates and kind of what that might look like. So that's embedded in that range.

Okay. Well, congratulations to Karen and Justin and appreciate the comprehensive update. .

Your next question comes from the line of Paul Fremont from Liebenberg.

Congratulations on the update and best wishes to Karen and also to Justin. Really 2 questions. One, if I go back to Justin's earlier comment of 15% to 17% through sort of Great Basin which, I guess, the first full year would be 2029. If I use that, I would come up with 2029, somewhere between [ 640 and 680 ]. Am I thinking about that correctly? Or am I missing something there?

Yes. Paul, I appreciate the question. Obviously, we can't give you a sort of guidance on that precision when you get out that far. But I think you are thinking about the run rate in terms of how I mentioned it. And meaning that -- and also the 2029 is that first full year of in-service? So obviously, it depends on how you think about the timing of modeling construction spending and associated EDC earnings as far as the ramp-up when you look at that. But I think the -- in terms of that full in-service year, that would be expected in the plan in 2029.

Great. And then my other question relates to the RUCO challenge to the policy statement, which had initially been turned down by the courts. But I understand that at a higher level, there's now a hearing that's been scheduled on their complaint. Any comments on that update and what you're expecting to come out of that?

Paul, it's Justin. Yes, I think our thoughts are kind of consistent. I don't think anything has changed from how we viewed the challenge from [ RUCO ] from the beginning through the process where the court kind of denied it and then decided the Superior Court decided to give them kind of their day in court. So we -- this is kind of part of the normal process. They have an opportunity to make their argument. I think we we feel pretty strongly that there's a long precedent of the commission being able to have exclusive jurisdiction over ratemaking and doing things as part of a rate case. And I think you look at all the different regulatory mechanisms and that have withstood judgment over time. So I think from our perspective, we're not overly concerned, I haven't seen anything that causes us to be overly concerned about that challenge or kind of the procedural posture that it's currently in.

And I guess if I look at the initial court ruling, I mean, I thought it was more sort of a technical issue in terms of having a certain amount of time to file and they missed that deadline. When the Superior Court opened that up, I mean, did they just sort of disregard that time limit?

Yes. My recollection, Paul, was there was kind of a couple of different aspects, but you're right. It was kind of initially denied on a technicality, which is why they appealed it. And then the court ultimately said, no, they need to have their opportunity to be heard, and that's kind of my understanding of the posture of the case right now is that they have an opportunity to make their arguments with the appellate court.

This concludes the Q&A portion of today's conference. I would now like to turn the call back over to Tyler Franik for closing remarks.

Thanks again, John, and thank you all for joining us today and for your questions. This concludes our conference call. We appreciate your interest in Southwest Gas Holdings and look forward to speaking with many of you soon.

This concludes the Southwest Gas Holdings Fourth Quarter and Full Year 2025 Earnings Call and Webcast. You may now disconnect your line at this time. Have a wonderful day.