LAS
VEGAS, March 8, 2023 /PRNewswire/ -- Southwest
Gas Holdings, Inc. (NYSE: SWX) (the "Company") today announced that
it has priced an underwritten public offering of 3,576,180 shares
of its common stock at a public offering price of $60.12 per share, for net proceeds, after the
underwriting discount and before the estimated expenses of the
offering payable by the Company, of approximately $207.7 million.
The offering is expected to close on March 10, 2023, subject to customary closing
conditions. The Company has granted the underwriters a 30-day
option to purchase up to an additional 536,427 shares of common
stock.
The Company intends to use the net proceeds from the offering to
repay outstanding borrowings under its credit facility and the
remaining amounts due under the amended 364-day term loan credit
agreement entered into in November
2021 in connection with the acquisition of MountainWest
Pipelines Holding Company, and the remainder for working capital
and general corporate purposes.
J.P. Morgan and BofA Securities are acting as joint book-running
managers for the offering. MUFG, BTIG, KeyBanc Capital Markets, TD
Securities, Well Fargo Securities and BNY Mellon Capital Markets,
LLC are acting as co-managers.
This offering is only being made by means of a prospectus
supplement and the accompanying prospectus. Copies of the final
prospectus supplement and accompanying prospectus related to the
offering may be obtained, when available, by visiting EDGAR on the
Securities and Exchange Commission's (the "SEC") website at
www.sec.gov or from J.P. Morgan Securities LLC, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Toll-free: 1-866-803-9204;
and BofA Securities, Inc., NC1-004-03-43, 200 North College Street,
3rd floor, Charlotte,
NC 28255-0001, Attn: Prospectus Department, or email at
dg.prospectus_requests@bofa.com.
The offering is being made pursuant to a shelf registration
statement on Form S-3 filed with the SEC on December 2, 2020. A preliminary prospectus
supplement relating to the offering will be filed with the SEC.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of these securities, nor shall
there be any sale of these securities in any state or other
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction.
About Southwest Gas Holdings,
Inc.
Southwest Gas Holdings, Inc., through its
subsidiaries, engages in the business of purchasing, distributing
and transporting natural gas, and providing comprehensive utility
infrastructure services across North
America. Southwest Gas Corporation, a wholly owned
subsidiary, safely and reliably delivers natural gas to over two
million customers in Arizona,
California and Nevada. Centuri Group, Inc., a wholly owned
subsidiary, is a strategic infrastructure services company that
partners with regulated utilities to build and maintain the energy
network that powers millions of homes and businesses across
the United States and Canada.
Forward-Looking Statements
This press
release contains forward-looking statements within the meaning of
the U.S. Private Securities Litigation Reform Act of 1995, Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended. Such statements
include, without limitation, statements regarding Southwest Gas
Holdings, Inc. (the "Company" or "Southwest Gas") and its wholly
owned subsidiary, Southwest Gas Corporation, and the Company's
expectations or intentions regarding the future. These
forward-looking statements can often be identified by the use of
words such as "will", "predict", "continue", "forecast", "expect",
"believe", "anticipate", "outlook", "could", "target", "project",
"intend", "plan", "seek", "estimate", "should", "may" and "assume",
as well as variations of such words and similar expressions
referring to the future, and include (without limitation)
statements regarding the offering and anticipated use of proceeds
therefrom. Factors that could cause actual results to differ also
include (without limitation) those discussed under the heading
"Risk Factors" in Southwest Gas Holdings, Inc.'s most recent
Annual Report on Form 10-K. The statements in this press release
are made as of the date of this press release, even if subsequently
made available by the Company on its Web site or otherwise. The
Company does not assume any obligation to update the
forward-looking statements, whether written or oral, that may be
made from time to time, whether as a result of new information,
future developments, or otherwise.
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SOURCE Southwest Gas Holdings, Inc.