MERRILLVILLE, Ind.,
Aug. 12, 2020 /PRNewswire/
-- NiSource Inc. (NYSE: NI) ("NiSource") announced today the
pricing of an underwritten public offering of $1,250,000,000 aggregate principal amount of its
0.950% Senior Notes due 2025 and $750,000,000 aggregate principal amount of its
1.700% Senior Notes due 2031 (collectively, the "Notes"). Closing
of the offering is expected to occur on August 18, 2020,
subject to customary closing conditions.
Following completion of the offering, NiSource expects to use a
portion of the aggregate net proceeds from the offering to pay the
purchase price and the costs and expenses payable in connection
with NiSource's offer to purchase for cash certain of its
outstanding debt securities which was announced separately earlier
today (the "Tender Offer"). NiSource also expects, following the
expiration of the Tender Offer, to use a portion of the aggregate
net proceeds from the offering to redeem certain of its outstanding
debt securities which are not purchased pursuant to the Tender
Offer, as well as prepay all of its outstanding privately placed
5.89% Series D Senior Notes due November 28, 2025.
NiSource expects to use any remaining aggregate net proceeds for
general corporate purposes.
Citigroup Global Markets Inc., Credit Suisse Securities
(USA) LLC, Morgan Stanley &
Co. LLC and Wells Fargo Securities, LLC are acting as joint
book-running managers for the offering.
NiSource has filed a registration statement (including a
prospectus) related to the Notes with the Securities and Exchange
Commission ("SEC"). Information about the offering of the Notes is
available in the prospectus supplement to be filed by NiSource with
the SEC. The offering is being made under NiSource's registration
statement filed with the SEC and only by means of the prospectus
supplement and the accompanying prospectus. Before you invest, you
should read the prospectus in that registration statement, the
prospectus supplement related to the offering and other documents
NiSource has filed with the SEC for more complete information about
NiSource and the offering. You may get these documents for free by
visiting EDGAR on the SEC website at www.sec.gov. Alternatively,
when available, a copy of the prospectus supplement and the
accompanying prospectus may be obtained from any of the
following:
Citigroup Global Markets Inc., toll-free at 1-800-831-9146,
Credit Suisse Securities (USA)
LLC, toll-free at 1-800-221-1037, Morgan Stanley & Co. LLC,
toll-free at 1-866-718-1649 or Wells Fargo Securities, LLC,
toll-free at 1-800-645-3751 or email:
wfscustomerservice@wellsfargo.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of
these securities in any state in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state.
About NiSource
NiSource Inc. (NYSE: NI) is one of the largest fully-regulated
utility companies in the United
States, serving approximately 3.5 million natural gas
customers and 500,000 electric customers across seven states
through its local Columbia Gas and NIPSCO brands. Based in
Merrillville, Indiana, NiSource's
approximately 8,400 employees are focused on safely delivering
reliable and affordable energy to our customers and communities we
serve. Additional information about NiSource, its investments in
modern infrastructure and systems, its commitments and its local
brands can be found on its website. NI-F
Forward-Looking Statements
This press release contains "forward-looking statements" within
the meaning of federal securities laws. Investors and prospective
investors should understand that many factors govern whether any
forward-looking statement contained herein will be or can be
realized. Any one of those factors could cause actual results to
differ materially from those projected. These forward-looking
statements include, but are not limited to, statements concerning
our plans, strategies, objectives, expected performance,
expenditures, recovery of expenditures through rates, stated on
either a consolidated or segment basis, and any and all underlying
assumptions and other statements that are other than statements of
historical fact. All forward-looking statements are based on
assumptions that management believes to be reasonable; however,
there can be no assurance that actual results will not differ
materially. Factors that could cause actual results to differ
materially from the projections, forecasts, estimates and
expectations discussed in this press release include among other
things, our debt obligations; any changes to our credit rating or
the credit rating of certain of our subsidiaries; our ability to
execute our growth strategy; changes in general economic, capital
and commodity market conditions; pension funding obligations;
economic regulation and the impact of regulatory rate reviews; our
ability to obtain expected financial or regulatory outcomes; our
ability to adapt to, and manage costs related to, advances in
technology; any changes in our assumptions regarding the financial
implications of a series of fires and explosions that occurred in
Lawrence, Andover and North
Andover, Massachusetts related to the delivery of natural
gas by Columbia of Massachusetts
in September 2018 (the "Greater
Lawrence Incident"); compliance with the agreements entered into
with the U.S. Attorney's Office to settle the U.S. Attorney's
Office's investigation relating to the Greater Lawrence Incident;
the pending sale of the Columbia Gas of Massachusetts business, including the terms
and closing conditions under the Asset Purchase Agreement;
potential incidents and other operating risks associated with our
business; continuing and potential future impacts from the COVID-19
pandemic; our ability to obtain sufficient insurance coverage and
whether such coverage will protect us against significant losses;
the outcome of legal and regulatory proceedings, investigations,
incidents, claims and litigation; any damage to our reputation,
including in connection with the Greater Lawrence Incident;
compliance with applicable laws, regulations and tariffs;
compliance with environmental laws and the costs of associated
liabilities; fluctuations in demand from residential, commercial
and industrial customers; economic conditions of certain
industries; the success of NIPSCO's electric generation strategy;
the price of energy commodities and related transportation costs;
the reliability of customers and suppliers to fulfill their payment
and contractual obligations; potential impairment of goodwill;
changes in taxation and accounting principles; the impact of an
aging infrastructure; the impact of climate change; potential
cyber-attacks; construction risks and natural gas costs and supply
risks; extreme weather conditions; the attraction and retention of
a qualified workforce; the ability of our subsidiaries to generate
cash; our ability to manage new initiatives and organizational
changes; the performance of third-party suppliers and service
providers; changes in the method for determining LIBOR and the
potential replacement of the LIBOR benchmark interest rate; and
other matters in the "Risk Factors" section of our Annual Report on
Form 10-K for the fiscal year ended December
31, 2019, as updated in our Quarterly Report on Form 10-Q
for the quarter ended March 31, 2020
and our subsequent SEC filings. In addition, the relative
contributions to profitability by each business segment, and the
assumptions underlying the forward-looking statements relating
thereto, may change over time. A credit rating is not a
recommendation to buy, sell or hold securities, and may be subject
to revision or withdrawal at any time by the assigning rating
organization. In addition, dividends are subject to board
approval.
All forward-looking statements are expressly qualified in their
entirety by the foregoing cautionary statements. We undertake no
obligation to, and expressly disclaim any such obligation to,
update or revise any forward-looking statements to reflect changed
assumptions, the occurrence of anticipated or unanticipated events
or changes to the future results over time or otherwise, except as
required by law.
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SOURCE NiSource Inc.