ONE Gas, Inc. Form 424B5
Various legal matters, including the validity of the Notes offered by this Prospectus Supplement, will be referred for ONE Gas by Skadden, Arps, Slate, Meagher & Flom LLP, New York, New York and GableGotwals, Tulsa, Oklahoma. Validity of ratings will be communicated to underwriters by Hunton Andrews Kurth LLP, New York, New York.
The financial statements and management’s assessment of the effectiveness of internal control over financial reporting (included in the management report on internal control over financial reporting) included in this prospectus supplement by reference to the annual report on form 10-K for the year ended December 31, 2021, have been so incorporated on the basis of the report of PricewaterhouseCoopers LLP, an independent registered accounting firm, given under the authority of the said firm as experts in auditing and accounting .
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Certain of the statements contained and incorporated in this prospectus supplement are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements relate to our expected financial performance, liquidity, management’s plans and objectives for our future operations, our business prospects, the outcome of regulatory and legal proceedings, market conditions and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided by the Private Securities Litigation Reform Act of 1995. The following discussion is intended to identify important factors that could cause future results to differ materially from those set forth in the statements. forward-looking statements looking statements.
The forward-looking statements and other statements contained in this Prospectus Supplement regarding our environmental, social and other sustainability plans and goals do not indicate that such statements are necessarily material to investors or required to be disclosed in our filings with the SEC. . In addition, historical, current, and forward-looking environmental, social, and sustainability statements may be based on standards for measuring progress that are still under development, internal controls and processes that continue to evolve, and assumptions that may change. in the future. coming.
Forward-looking statements include the items identified in the preceding paragraph, information regarding possible or expected future results of our operations, and other statements contained or incorporated into this Prospectus Supplement identified by words such as “anticipate”, “estimate ”, “expect”, “project”, “intent”, “plan”, “believe”, “should”, “goal”, “plan”, “direction”, “could”, “may”, “continue ‘, ‘could’, ‘potential’, ‘expected’, ‘probable’ and other words and terms of similar meaning.
Undue reliance should not be placed on forward-looking statements, which speak only as of the date of this Prospectus Supplement. Known and unknown risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These factors may affect our operations, costs, liquidity, markets, products, services and prices. In addition to the assumptions and other factors specifically set forth in the forward-looking statements, factors that could cause our actual results to differ materially from those contemplated in any forward-looking statements include, among others, the following:
our ability to recover costs (including operating costs and increased commodity costs related to the Uri winter storm in February 2021), income taxes and amounts equivalent to the cost of capital assets property, plant and equipment, regulatory assets and our allowed rate of return in our regulated tariffs or other clawback mechanisms;