ST. LOUIS, June 12, 2020 /PRNewswire/ -- Spire Missouri
Inc. ("Spire Missouri" or the "Company"), a wholly-owned subsidiary
of Spire Inc. (NYSE: SR), today announced the pricing of the
previously announced offers (the "Offers") to purchase any and all
of the Company's First Mortgage Bonds, 7% Series due 2029 (the
"2029 Bonds"), First Mortgage Bonds, 7.90% Series due 2030 (the
"2030 Bonds"), First Mortgage Bonds, 6% Series due 2034 (the "2034
Bonds"), First Mortgage Bonds, 6.15% Series due 2036 (the "2036
Bonds") and First Mortgage Bonds, 4.625% Series due 2043 (the "2043
Bonds" and, together with the 2029 Bonds, the 2030 Bonds, the 2034
Bonds and the 2036 Bonds, the "Bonds"). The terms and conditions of
the Offers are described in an offer to purchase dated June 8,
2020 (the "Offer to Purchase") and a notice of guaranteed
delivery. The Offers will expire today at 5:00 p.m., New York
City time, unless extended or earlier terminated as
described in the Offer to Purchase (such time and date, as they may
be extended, the "Expiration Time").
![Spire color logo Spire color logo](https://mma.prnewswire.com/media/347388/Spire_Orange_Logo.jpg)
Holders of the Bonds who validly tender (and do not validly
withdraw) their Bonds prior to the Expiration Time, or who deliver
to the information and tender agent a properly completed and duly
executed notice of guaranteed delivery in accordance with the
instructions described in the Offer to Purchase, will be eligible
to receive the tender consideration as set forth in the table
below:
Title of
Security
|
CUSIP
|
Outstanding
Principal
Amount
|
Reference
Treasury
Security
|
Bloomberg
Reference
Page
|
Fixed
Spread
|
Tender
Consideration(1)
|
First Mortgage Bonds,
7% Series due June 1, 2029
|
505588AY9
|
$25,000,000
|
0.625% due May
15, 2030
|
FIT1
|
115 bps
|
$1,424.87
|
First Mortgage Bonds,
7.90% Series due September 15, 2030
|
505588BA0
|
$30,000,000
|
0.625% due May
15, 2030
|
FIT1
|
120 bps
|
$1,558.07
|
First Mortgage Bonds,
6% Series due May 1, 2034
|
505588BE2
|
$100,000,000
|
0.625% due May
15, 2030
|
FIT1
|
140 bps
|
$1,469.56
|
First Mortgage Bonds,
6.15% Series due June 1, 2036
|
505588BF9
|
$55,000,000
|
2.000 % due
February 15, 2050
|
FIT1
|
135 bps
|
$1,434.69
|
First Mortgage Bonds,
4.625% Series due August 15, 2043(2)
|
505588BK8
|
$100,000,000
|
2.000 % due
February 15, 2050
|
FIT1
|
135 bps
|
$1,312.04
|
|
(1)
|
Per $1,000 principal
amount of Bonds validly tendered and accepted for purchase. The
Reference Yield and the Tender Consideration for each series of
Bonds were determined at 2:00 p.m., New York City time, on June 12,
2020, as described in the Offer to Purchase.
|
|
|
(2)
|
The Tender
Consideration was determined taking into account the par call date
for such series of Bonds, as described in the Offer to
Purchase.
|
In addition, holders who tender Bonds that are accepted for
purchase by the Company pursuant to the Offers will receive a cash
payment representing the accrued and unpaid interest on the
relevant Bonds from, and including, the immediately preceding
interest payment date applicable to such Bonds to, but excluding,
the Settlement Date ("Accrued Interest"). The Company expects to
pay the Tender Consideration, together with any Accrued Interest,
to the holders of Bonds validly tendered at or prior to the
Expiration Time and not validly withdrawn on June 16,
2020 (such date the "Settlement Date") and to the holders of
Bonds tendered through guaranteed delivery procedures on June
18, 2020 (such date the "Guaranteed Delivery Settlement
Date"). No tenders submitted after the Expiration Time will be
valid, unless made by guaranteed delivery in accordance with the
instructions described in the Offer to Purchase. Bonds purchased
pursuant to the Offers are expected to be cancelled.
Tendered Bonds may be withdrawn at any time at or prior to the
Expiration Time. The Company reserves the right to terminate,
withdraw or amend the Offers at any time, subject to applicable
law. The Offers are not conditioned on any minimum amount of Bonds
being tendered.
The Offers are being made pursuant to the terms and conditions
contained in the Offer to Purchase and notice of guaranteed
delivery, copies of which may be obtained from Global Bondholder
Services Corporation, the information and tender agent for the
Offers, by telephone at +1 (866) 470-3900 or for banks and brokers,
+1 (212) 430-3774 (Banks and Brokers only), or at the following web
address: https://www.gbsc-usa.com/spire/.
Persons with questions regarding the Offers should contact the
dealer manager: RBC Capital Markets, LLC, Collect: (212)
618-7843, Toll-Free by telephone at (877) 381-2099,
E-mail: liability.management@rbccm.com.
None of Spire Missouri, the dealer manager, the information and
tender agent or the trustee for the Bonds, or any of their
respective affiliates, is making any recommendation as to whether
holders should tender any Bonds in response to the Offers. Holders
must make their own decision as to whether to tender any of their
Bonds and, if so, the principal amount of Bonds to tender.
This announcement is not an offer to purchase or a solicitation
of an offer to sell any securities. The Offers are being made
solely by means of the offer to purchase.
About Spire Missouri Inc.
The Company is a public utility engaged in the purchase, retail
distribution and sale of natural gas, with primary offices located
in St. Louis, Missouri. The
Company is the largest natural gas distribution utility system
in Missouri, serving approximately 1.2 million residential,
commercial and industrial customers. The Company has two regions,
one serving St. Louis and eastern Missouri and
the other serving Kansas City and
western Missouri.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. All statements, other than historical facts, that
address activities that Spire Missouri assumes, plans, expects,
believes, intends or anticipates (and other similar expressions)
will, should or may occur in the future are forward-looking
statements. The forward-looking statements are based on
management's current beliefs, based on currently available
information, as to the outcome and timing of future events,
particularly the consummation of the Offers. These forward-looking
statements involve certain risks and uncertainties that could cause
the results to differ materially from those expected by the
management. Specifically, Spire Missouri cannot assure you that the
Offers will be consummated on the terms currently contemplated, if
at all. Information concerning these risks and other factors
can be found in Spire Missouri's filings with the Securities and
Exchange Commission ("SEC"), including its reports on Forms 10-K,
10-Q and 8-K, which can be obtained free of charge on the SEC's web
site at http://www.sec.gov. Spire Missouri does not undertake
any obligation to update or revise any forward-looking
statement.
Investor Contact:
Scott W. Dudley Jr.
314-342-0878
Scott.Dudley@SpireEnergy.com
Media Contact:
Jessica B. Willingham
314-342-3300
Jessica. Willingham@SpireEnergy.com
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SOURCE Spire Inc.