LAS
VEGAS, April 8, 2024 /PRNewswire/ -- Southwest
Gas Holdings, Inc. (NYSE: SWX) ("Southwest Gas") today
announced that Centuri Holdings, Inc. ("Centuri"), a wholly owned
subsidiary of Southwest Gas, has launched a roadshow for the
initial public offering (the "IPO") of 12,400,000 shares of
Centuri's common stock. Centuri has granted the underwriters a
30-day option to purchase up to an additional
1,860,000 shares. The IPO price is currently expected to be
between $18.00 and $21.00 per share. Centuri has been approved
to list its shares on the New York Stock Exchange ("NYSE") under
the ticker symbol "CTRI."
After completion of the IPO, Southwest Gas will continue to own
approximately 82.7% of Centuri's outstanding common stock (or
approximately 81.0% if the underwriters exercise their option to
purchase additional shares of Centuri's common stock in full).
UBS Investment Bank, BofA Securities and J.P. Morgan are acting
as joint lead book-running managers for the proposed offering.
Wells Fargo Securities is acting as a book-running manager for the
proposed offering. Baird, KeyBanc Capital Markets and Siebert Williams Shank will act as co-managers
for the proposed offering.
A registration statement on Form S-1 relating to the offering
has been filed with the U.S. Securities and Exchange Commission
("SEC") but has not yet become effective. These securities may not
be sold, nor may offers to buy be accepted prior to the time the
registration statement becomes effective. The IPO will be made only
by means of a prospectus, copies of which may be obtained, when
available, from the SEC at www.sec.gov, and from: UBS
Securities LLC, Attn: Prospectus Department, 1285 Avenue of the
Americas, New York, NY 10019 or
email: ol-prospectusrequest@ubs.com; BofA Securities, Attention:
Prospectus Department, NC1-022-02-25, 201 North Tryon Street,
Charlotte, North Carolina
28255-0001 or by email at dg.prospectus_requests@bofa.com; or J.P.
Morgan Securities LLC, Attention: Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood,
NY 11717, by telephone at 866-803-9204 or by email at
prospectus-eq_fi@jpmorganchase.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or 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 jurisdiction. Any offers, solicitations or offers to buy,
or any sales of securities will be made in accordance with the
registration requirements of the Securities Act of 1933, as
amended.
About Southwest Gas
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 is a dynamic energy company committed to
exceeding the expectations of over 2 million customers throughout
Arizona, Nevada, and California by providing safe and reliable
service while innovating sustainable energy solutions to fuel the
growth in its communities.
About Centuri
Centuri Group, Inc. is a strategic utility 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. Centuri
is a subsidiary of Southwest Gas.
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'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 expectations with respect to the
closing of the IPO and the listing of Centuri's stock on the NYSE,
whether the underwriters will exercise their option to purchase
additional shares, and the percentage of shares to be held by
Southwest Gas following the IPO. A number of important factors
affecting the business and financial results of Southwest Gas
and/or Centuri could cause actual results to differ materially from
those stated in the forward-looking statements. These factors
include, but are not limited to, the timing and impact of executing
(or not executing) on strategic alternatives, including the
separation Centuri, the timing and amount of rate relief, changes
in rate design, customer growth rates, the effects of
regulation/deregulation, tax reform and related regulatory
decisions, the impacts of construction activity at Centuri, the
potential for, and the impact of, a credit rating downgrade, future
earnings trends, inflation, interest rates, sufficiency of labor
markets and similar resources, seasonal patterns, current and
future litigation, and the impacts of stock market volatility.
Factors that could cause actual results to differ also include
(without limitation) those discussed in Southwest Gas's and
Centuri's respective filings, including Southwest Gas's most recent
Annual Report on Form 10-K under the heading "Risk Factors" and
"Quantitative and Qualitative Disclosure about Market Risk" and in
Southwest Gas's and Southwest Gas Corporation's current and
periodic reports, including Quarterly Reports on Form 10-Q, filed
from time to time with the U.S. Securities and Exchange Commission.
The statements in this press release are made as of the date of
this press release, even if subsequently made available by
Southwest Gas and/or Centuri as on its website or otherwise.
Southwest Gas 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.
