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NiSource 8-K Report, Corporate Update (Mar 27, 2025)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed March 27, 2025
Period End
March 27, 2025
Security
NI
In the record · 2016–202610-K1210-Q338-K177

NI filed 12 annual reports (10-K), 33 quarterly reports (10-Q) and 177 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Nov ’17Nov ’17
  2. Material agreement8-K · Feb ’20Feb ’20
  3. Leadership change8-K · Mar ’22Mar ’22
  4. Leadership change8-K · Mar ’24Mar ’24

01—Abstract

Summary

Summary of the 8-K filed March 27, 2025. Cited figures are marked; the original filing is the authoritative source.

On March 27, 2025, NiSource Inc. closed the sale of $750,000,000a aggregate principal amount of its 5.850% Notes due 2055.

The offering was made under the Company's Registration Statement on Form S-3 (File No. 333-268084). The Company entered into a Terms Agreement on March 20, 2025 with Barclays Capital Inc., BofA Securities, Inc., KeyBanc Capital Markets Inc. and Wells Fargo Securities, LLC, as representatives of the underwriters. The Terms Agreement incorporates the provisions of an Underwriting Agreement dated November 30, 2017.

The Notes were issued under an Indenture dated November 14, 2000, between the Company, as issuer and successor-in-interest to NiSource Finance Corp., and The Bank of New York Mellon, as successor trustee, as amended and supplemented. The Company stated that it intends to use the net proceeds for general corporate purposes, including to finance capital expenditures, for working capital and to repay existing indebtedness. The filing is a notice of a debt issuance under Item 8.01 (Other Events).

It attaches the form of Notes as Exhibit 4.1 and a McGuireWoods LLP legal opinion as Exhibit 5.1, with a related consent as Exhibit 23.1. The filing does not disclose financial results, guidance or other operating information.

02—Key points

Key Highlights

  1. NiSource closed the sale of $750,000,000 aggregate principal amount of 5.850% Notes due 2055 on March 27, 2025.
  2. The Terms Agreement, dated March 20, 2025, was entered into with Barclays Capital Inc., BofA Securities, Inc., KeyBanc Capital Markets Inc. and Wells Fargo Securities, LLC, as representatives of the underwriters.
  3. The offering was made under the Company's Form S-3 Registration Statement (File No. 333-268084) and incorporates the Underwriting Agreement dated November 30, 2017.
  4. The Notes were issued under an Indenture dated November 14, 2000, with The Bank of New York Mellon as successor trustee.
  5. Stated use of proceeds is general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness.
  6. Exhibits include the form of Notes (4.1), a McGuireWoods LLP opinion (5.1), the related consent (23.1) and the Inline XBRL cover page (104).

03—Questions

Frequently Asked Questions

  1. How much debt did NiSource issue and what is its interest rate?

    NiSource sold $750,000,000 aggregate principal amount of 5.850% Notes due 2055.

  2. When was the offering completed?

    The sale closed on March 27, 2025, following a Terms Agreement dated March 20, 2025.

  3. What will NiSource do with the proceeds?

    The Company intends to use the net proceeds for general corporate purposes, including to finance capital expenditures, for working capital and to repay existing indebtedness.

  4. Under what registration and indenture were the Notes issued?

    The Notes were sold under the Company's Form S-3 Registration Statement (File No. 333-268084) and issued under an Indenture dated November 14, 2000, with The Bank of New York Mellon as successor trustee, as amended and supplemented.

  5. Who were the underwriters for the offering?

    Barclays Capital Inc., BofA Securities, Inc., KeyBanc Capital Markets Inc. and Wells Fargo Securities, LLC acted as representatives of the underwriters.

04—Continue

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