NiSource Inc. (NYSE: NI) (“NiSource”) announced today the
unsuccessful final remarketing of its Series C Mandatory
Convertible Preferred Stock, par value $0.01 per share, with a
liquidation preference of $1,000 per share (the “Mandatory
Convertible Preferred Stock”), originally issued on April 19, 2021
as part of NiSource’s equity units (“2021 Equity Units”).
As of December 1, 2023, holders of shares of Mandatory
Convertible Preferred Stock that are components of the 2021 Equity
Units will be deemed to have automatically delivered their
Mandatory Convertible Preferred Stock to NiSource to satisfy in
full their obligations to purchase NiSource common stock under the
purchase contract component of their 2021 Equity Units.
Goldman Sachs & Co. LLC, J.P. Morgan and Wells Fargo
Securities acted as the remarketing agents and BofA Securities, PNC
Capital Markets LLC and Scotiabank acted as co-remarketing agents
for this final remarketing.
The final remarketing was made pursuant to an effective
registration statement filed with the U.S. Securities and Exchange
Commission. Any offers to remarket the Mandatory Convertible
Preferred Stock were made exclusively by means of a prospectus
supplement and accompanying prospectus. For additional information
regarding the final remarketing and the securities referenced
herein, please contact: Goldman Sachs & Co. LLC, 200 West
Street, New York, NY 10282,
eq-derivs-notifications@ny.email.gs.com, Prospectus Department, 200
West Street, New York, NY 10282, by telephone: 1-866-471-2526, by
facsimile: 212-902-9316 or by emailing
Prospectus-ny@ny.email.gs.com; J.P. Morgan Securities LLC, 383
Madison Avenue, New York, NY 10179, Attention: Equity Syndicate
Desk, by telephone: 1-212 622 2614 or by facsimile: 1-212-622-8358
or Wells Fargo Securities, LLC, 500 West 33rd Street, New York, NY
10001, Attention: Equity Syndicate Department, by telephone:
1-800-326-5897, by facsimile: 1-212-214-5918 or by emailing
cmclientsupport@wellsfargo.com.
About NiSource
References in this press release to “NiSource” refer to NiSource
Inc. and “we,” “us” or “our” refer collectively to NiSource and its
subsidiaries.
NiSource Inc. (NYSE: NI) is one of the largest fully-regulated
utility companies in the United States, serving approximately 3.2
million natural gas customers and 500,000 electric customers across
six states through its local Columbia Gas and NIPSCO brands. Based
in Merrillville, Indiana, NiSource's approximately 7,500 employees
are focused on safely delivering reliable and affordable energy to
our customers and communities we serve. NiSource is a member of the
Dow Jones Sustainability Index - North America. NI-F
Forward-Looking Statements
This press release contains “forward-looking statements,” within
the meaning of Section 27A of the Securities Act of 1933, as
amended (the “Securities Act”), and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”).
Forward-looking statements in this press release include, but are
not limited to, statements concerning our ability to perform our
obligations under the purchase contract component of the 2021
Equity Units, our plans, strategies and objectives, and any and all
underlying assumptions and other statements that are other than
statements of historical fact. 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. Expressions of future goals
and expectations and similar expressions, including “may,” “will,”
“should,” “could,” “would,” “aims,” “seeks,” “expects,” “plans,”
“anticipates,” “intends,” “believes,” “estimates,” “predicts,”
“potential,” “targets,” “forecast,” and “continue,” reflecting
something other than historical fact are intended to identify
forward-looking statements. 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, but are not limited to,
our ability to execute our business plan or growth strategy,
including utility infrastructure investments; potential incidents
and other operating risks associated with our business; our ability
to adapt to, and manage costs related to, advances in, or failures
of, technology; impacts related to our aging infrastructure; our
ability to obtain sufficient insurance coverage and whether such
coverage will protect us against significant losses; the success of
our electric generation strategy; construction risks and natural
gas costs and supply risks; fluctuations in demand from residential
and commercial customers; fluctuations in the price of energy
commodities and related transportation costs or an inability to
obtain an adequate, reliable and cost-effective fuel supply to meet
customer demands; the attraction and retention of a qualified,
diverse workforce and ability to maintain good labor relations; our
ability to manage new initiatives and organizational changes; the
actions of activist stockholders; the performance of third-party
suppliers and service providers; potential cybersecurity attacks;
increased requirements and costs related to cybersecurity; any
damage to our reputation; any remaining liabilities or impact
related to the sale of the Massachusetts Business; the impacts of
natural disasters, potential terrorist attacks or other
catastrophic events; the physical impacts of climate change and the
transition to a lower carbon future; our ability to manage the
financial and operational risks related to achieving our carbon
emission reduction goals, including our Net Zero Goal; our debt
obligations; any changes to our credit rating or the credit rating
of certain of our subsidiaries; any adverse effects related to our
equity units; adverse economic and capital market conditions or
increases in interest rates; inflation; recessions; economic
regulation and the impact of regulatory rate reviews; our ability
to obtain expected financial or regulatory outcomes; continuing and
potential future impacts from the COVID-19 pandemic; economic
conditions in certain industries; the reliability of customers and
suppliers to fulfill their payment and contractual obligations; the
ability of our subsidiaries to generate cash; pension funding
obligations; potential impairments of goodwill; the outcome of
legal and regulatory proceedings, investigations, incidents, claims
and litigation; potential remaining liabilities related to the
Greater Lawrence Incident; compliance with applicable laws,
regulations and tariffs; compliance with environmental laws and the
costs of associated liabilities; changes in taxation; and other
matters set forth in Item 1, “Business,” Item 1A, “Risk Factors”
and Part II, Item 7, “Management’s Discussion and Analysis of
Financial Condition and Results of Operations,” of our Annual
Report on Form 10-K for the fiscal year ended December 31, 2022,
and matters set forth in our Quarterly Reports on Form 10-Q for the
quarters ended March 31, 2023, June 30, 2023 and September 30,
2023, some of which risks are beyond our control. 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.
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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version on businesswire.com: https://www.businesswire.com/news/home/20231117209796/en/
Media Lynne Evosevich
Corporate Media Relations (724) 288-1611
levosevich@nisource.com
Investors Christopher
Turnure Director, Investor Relations (614) 404-9426
cturnure@nisource.com
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