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NI · NiSource

472 filings

NI SEC Filings

NiSource - 472 total filings

Filing 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 · Sep ’17Sep ’17
  2. Leadership change8-K · Oct ’19Oct ’19
  3. Leadership change8-K · Jan ’22Jan ’22
  4. Material agreement8-K · Dec ’25Dec ’25
Showing 1–50 of 472 filings
10-Q

NiSource Quarterly Report for Q3 Ended Sep 30, 2026

NiSource Inc. reported third-quarter 2026 net income attributable to NiSource of $129.5 million, or $0.27 per diluted share, up from $94.7 million, or $0.20 per diluted share, in the prior-year quarter. Total operating revenues rose to $1,349.4 million from $1,273.1 million, and operating income increased to $340.3 million from $297.5 million. For the nine months, net income attributable to NiSource was $682.1 million ($1.42 diluted EPS), compared with $671.7 million ($1.42) a year earlier, as higher revenues from new rates and lower property taxes were offset by higher operation and maintenance expense, depreciation and interest expense. Interest expense, net rose to $601.3 million for the nine months from $451.7 million. The filing is dominated by the data center strategy. NIPSCO entered into a Microsoft Contract in October 2026, with capacity commitments beginning in 2028 and increasing to 788 MW in 2031. GenCo entered into a tolling agreement with AGP for a 600 MWAC / 2,400 MWh battery energy storage system at approximately $2.2 billion. Management now estimates the aggregate cost of planned expenditures for existing data center customers at $14.0 to $14.5 billion, and expects roughly $40.0 billion of capital investment over 2027-2033. Capital expenditures for the nine months were $3,102.5 million. Long-term debt grew to $16,380.8 million (excluding current portion), and the company issued $750.0 million of 6.25% junior subordinated notes in August 2026 alongside $1.25 billion of senior notes in May 2026. Liquidity remains substantial but tighter. Net available liquidity was $1,947.5 million at September 30, 2026, versus $2,024.1 million at year-end 2025. The debt-to-capitalization covenant ratio was 51.3% against a 70.0% limit, and credit ratings are BBB+ (S&P), Baa2 (Moody's) and BBB (Fitch), all with stable outlooks. The company also faces regulatory and operational issues, including an IURC investigation into storm restoration after an August 11, 2026 storm event that caused outages for approximately 375,000 customers, and continued Section 202(c) emergency operation of the R.M. Schahfer coal facility.

Oct 28, 2026
8-K

NiSource 8-K Report, Financial Results (Oct 28, 2026)

NiSource Inc. reported third-quarter 2026 results in a press release dated October 28, 2026, furnished as Exhibit 99.1. On a GAAP basis, net income available to common shareholders for the quarter ended September 30, 2026 was $129.5 million, or $0.27 per diluted share, compared with $94.7 million, or $0.20 per diluted share, in the same period of 2025. Non-GAAP adjusted net income available to common shareholders was $130.9 million, or $0.27 of consolidated adjusted EPS, versus $91.8 million, or $0.19, a year earlier. For the nine months ended September 30, 2026, GAAP net income available to common shareholders was $685.7 million ($1.42 per diluted share), and adjusted net income was $718.1 million ($1.49 of consolidated adjusted EPS). The company narrowed its 2026 non-GAAP consolidated adjusted EPS guidance to the upper half of the $2.02-$2.07 range and introduced 2027 guidance of $2.22-$2.30. It extended its capital plan through 2033, with a seven-year consolidated total capital expenditure plan of $40.0 billion, comprising $32.0 billion of base plan capital expenditures and $8.0 billion for data center investments. The company expects 9%-10% consolidated investment base growth from 2027-2033, a consolidated non-GAAP adjusted EPS compound annual growth rate of 10%-11% for 2027-2033 (raised from prior expectations as stated in the release), and base plan adjusted EPS annual growth of 6%-8%, with 8%-10% rate base growth from 2027-2033. Management also announced an expanded agreement with Microsoft, bringing expected GenCo cost savings for existing customers to approximately $1.75 billion. The company now presents base plan adjusted EPS, which excludes the impact of data center operations and development, alongside consolidated adjusted EPS. Adjustments in the third quarter included a $6.0 million Value Captured initiative cost and a $4.0 million favorable weather impact, and for the nine months included a $21.4 million workplace continuity cost tied to the April 2026 lockout period.

Oct 28, 2026
8-K

NiSource 8-K Report, Financial Obligation (Oct 16, 2026)

NiSource Inc. (NI) disclosed in a Current Report on Form 8-K (Items 2.03 and 9.01) that its subsidiary, NiSource Generation Company LLC ("GenCo"), entered into a Battery Storage System Tolling Agreement on October 15, 2026 with Atlas Storage 1 LLC, an indirect subsidiary of AGP Capital Holdings Pte. Ltd. ("AGP Group"). Under the agreement, AGP Group will develop, construct, own and operate a 600 MWAC / 2,400 MWh stand-alone battery energy storage system interconnected to the MISO transmission system, and GenCo will supply the charging electricity at its expense and receive the economic benefits of the project's capacity, discharged energy, storage, ancillary services and environmental attributes. The delivery term is expected to be approximately twenty and a half years, starting on the commercial operation date of the project's first phase, expected by December 1, 2027. GenCo's aggregate storage payments over the delivery term are expected to be approximately $2.2 billion, and the agreement is expected to be accounted for as a finance lease obligation under FASB ASC Topic 842. This creates a direct financial obligation for the company. GenCo also receives an exclusive, irrevocable option to purchase the project at specified intervals and at the end of the delivery term. Effectiveness is conditioned on AGP Group executing an engineering, procurement and construction contract and an interconnection agreement reasonably satisfactory to AGP Group, both by January 31, 2027. The filing's forward-looking statements flag risks including regulatory approvals, supplier and contractor performance, tariffs, severe weather, and AGP Group's ability to build the project on time.

Oct 16, 2026
8-K

NiSource 8-K Report, Corporate Update (Aug 18, 2026)

NiSource Inc. filed this Form 8-K to report the closing, on August 18, 2026, of a $750,000,000 offering of its 6.250% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2057. The sale was made under the company's Form S-3 registration statement (File No. 333-291167) pursuant to a Terms Agreement dated August 13, 2026 with Barclays Capital Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC as lead underwriters. The Notes were issued under a Subordinated Indenture dated May 16, 2024 with The Bank of New York Mellon, as supplemented by a Fourth Supplemental Indenture dated August 18, 2026. The Notes pay a fixed 6.250% coupon from August 18, 2026 until April 15, 2032, the First Reset Date. After that, the rate resets to the Five-year U.S. Treasury Rate plus a spread of 1.930%, with a floor of 6.250% per annum. Interest is payable semi-annually on April 15 and October 15, beginning April 15, 2027, and the Notes mature on April 15, 2057. The company may redeem the Notes during specified periods and upon certain ratings, tax or tax credit events, as described in the prospectus supplement. The Notes are junior subordinated obligations with an interest deferral feature. While no event of default is continuing, NiSource may defer interest for up to 20 consecutive semi-annual periods per deferral. During deferral, the company is restricted from paying common or other capital stock dividends, repurchasing capital stock, and paying on debt or guarantees ranking equal or junior to the Notes, subject to exceptions in the prospectus supplement. The company intends to use net proceeds for general corporate purposes, including capital expenditures, working capital and repayment of existing indebtedness.

Aug 18, 2026
8-K

NiSource 8-K Report, Financial Results (Aug 5, 2026)

NiSource Inc. reported second-quarter 2026 results on August 5, 2026, for the period ended June 30, 2026, as stated in an 8-K furnishing a press release (Exhibit 99.1). On a GAAP basis, net income available to common shareholders was $45.5 million, or $0.09 per diluted share, for the quarter, versus $102.2 million, or $0.22 per diluted share, a year earlier. For the six months ended June 30, 2026, GAAP net income available to common shareholders was $556.2 million, or $1.15 per diluted share, compared with $577.0 million, or $1.22, in the prior-year period. On a non-GAAP basis, second-quarter 2026 adjusted net income available to common shareholders was $77.6 million, or $0.16 of consolidated adjusted EPS, compared with $101.9 million, or $0.22, in the second quarter of 2025. For the six months, adjusted net income was $587.2 million, or $1.22 per share, versus $564.2 million, or $1.19, a year earlier. The reconciliation adds back a $16.0 million favorable weather impact to revenue, $21.4 million of workplace continuity costs tied to the April 2026 NIPSCO lockout, and $5.4 million of Value Captured initiative costs, among other items. NiSource reaffirmed its 2026 non-GAAP consolidated adjusted EPS guidance of $2.02-$2.07 and its 2026-2033 consolidated adjusted EPS compound annual growth rate target of 9%-10%. The company is continuing to execute a $28.6 billion 2026-2030 capital investment plan, comprising $21.0 billion of base capital and $7.6 billion of strategic data center infrastructure investment, and expects it to support 9%-11% rate base growth from 2026-2033. Management also highlighted regulatory approval of Amazon and Alphabet special contracts and $1.4 billion of savings for existing customers from those agreements.

Aug 5, 2026
10-Q

NiSource Quarterly Report for Q2 Ended Jun 30, 2026

NiSource Inc. reported second-quarter 2026 results with operating revenues of $1,342.4 million, up from $1,283.0 million a year earlier, but net income available to common shareholders fell to $45.5 million from $102.2 million, and diluted EPS was $0.09 versus $0.22. Operating income declined to $228.1 million from $262.9 million, driven by higher operation and maintenance expense (primarily outside services and labor costs), higher depreciation and amortization, and higher interest expense of $199.2 million versus $139.1 million. For the six months, net income available to common shareholders was $556.2 million and diluted EPS was $1.15, compared with $1.22 in the prior-year period. The company's data center strategy drove significant capital commitments. The aggregate cost of Contract Assets and Pool Resource Assets supporting existing data center customers is estimated at $9.25 to $9.75 billion. Capital expenditures for the six months were $1,902.6 million, and the company completed May 2026 senior unsecured note issuances totaling $1.25 billion in principal ($500.0 million of 4.75% notes due 2031 and $750.0 million of 5.30% notes due 2036), with approximately $1.236 billion of net proceeds. Long-term debt including current portion rose to $16,711.0 million at June 30, 2026, from $15,477.5 million at December 31, 2025. The debt-to-capitalization ratio under the revolving credit facility covenant was 52.6% against a 70.0% limit. Regulatory and operational developments include an IURC order approving the ADS Contract in June 2026, the R.M. Schahfer coal facility operating under successive 202(c) emergency orders currently through September 19, 2026, and a NIPSCO union lockout from April 2 to May 2026 that ended with ratified agreements. Management also initiated a multi-year Value Captured efficiency program amid customer affordability concerns, which includes involuntary employee separations.

Aug 5, 2026
8-K

NiSource 8-K Report, Corporate Update (May 18, 2026)

NiSource Inc. (NI) closed the sale of $1.25 billion of senior notes on May 18, 2026. The offering consisted of $500,000,000 of 4.750% Notes due 2031 and $750,000,000 of 5.300% Notes due 2036, sold under the Company's Form S-3 registration statement (File No. 333-291167) pursuant to a Terms Agreement dated May 11, 2026 with BNP Paribas Securities Corp., BofA Securities, Inc., MUFG Securities Americas Inc. and U.S. Bancorp Investments, Inc. as Lead Underwriters. The Notes were issued under a 2000 indenture with The Bank of New York Mellon as successor trustee. NiSource intends to use the net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness. The filing does not state the interest payment terms beyond the coupon rates or disclose the offering price, underwriting discounts or net proceeds amount. The filing is largely a financing disclosure. It files the forms of the notes as Exhibits 4.1 and 4.2, an opinion of McGuireWoods LLP as Exhibit 5.1, and a related consent. Investors can view the offering as a routine refinancing and funding action, with the filing itself containing no new operating or earnings information.

May 18, 2026
8-K

NiSource 8-K Report, Shareholder Vote Results (May 12, 2026)

NiSource Inc. filed this Form 8-K to report the voting results of its Annual Meeting of Stockholders held on May 11, 2026. The matters were described in the Company's Proxy Statement filed on March 30, 2026. All 12 director nominees were elected, and both the advisory say-on-pay proposal and the ratification of Deloitte & Touche LLP as the independent registered public accounting firm for 2026 were approved. Each director received more votes for than against. Support was strongest for Deborah A.P. Hersman, with 415,063,901 votes for and 4,818,145 against, and for John McAvoy, with 415,286,451 votes for and 4,597,930 against. Support was weakest for Kevin T. Kabat, with 405,078,618 votes for and 14,782,458 against, and for Michael E. Jesanis, with 405,424,359 votes for and 14,439,085 against. Deborah A. Henretta, with 406,215,500 votes for and 13,649,916 against, also had comparatively lower support. On the advisory executive compensation proposal, stockholders cast 398,500,583 votes for and 20,428,879 votes against, with 1,402,092 abstentions and 25,018,609 broker non-votes. On the auditor ratification, stockholders cast 419,507,200 votes for, 25,068,686 against, and 774,277 abstentions, with no broker non-votes. The filing's only financial-statement exhibit is the Cover Page Interactive Data File (Exhibit 104), which is embedded within the Inline XBRL document.

May 12, 2026
8-K

NiSource 8-K Report, Financial Results (May 6, 2026)

NiSource Inc. reported first-quarter 2026 results for the period ended March 31, 2026, in a press release furnished as Exhibit 99.1 under Item 2.02 of this Form 8-K. On a GAAP basis, net income available to common shareholders was $510.7 million, or $1.06 per diluted share, compared with $474.8 million, or $1.00 per diluted share, in the first quarter of 2025. Non-GAAP adjusted net income available to common shareholders was $509.6 million, or $1.06 of consolidated adjusted EPS, versus $462.3 million, or $0.98, a year earlier. The company's adjustments included weather compared to normal, a tax effect on those items, and a $3.6 million excise tax refund related to a 2023 preferred stock redemption premium. NiSource reaffirmed its 2026 non-GAAP consolidated adjusted EPS guidance of $2.02 to $2.07, which it says reflects approximately 8% year-over-year growth at the midpoint. It raised its consolidated adjusted EPS compound annual growth rate outlook for 2026 through 2033 to 9% to 10%, up from the prior range stated in the release. The company introduced base plan adjusted EPS and consolidated adjusted EPS starting in 2026. Base plan figures exclude the impact of data center operations and development activities, which management says it expects to follow a different growth profile. Management highlighted its GenCo model, with cost savings for existing customers expanding to approximately $1.4 billion through new and expanded collaborations with Alphabet and Amazon. The release also flags risks tied to data center growth, including the ability to build generation and transmission assets on time and on budget, to obtain significant additional financing, and to recover investments under data center contracts, as well as the risk that customers could terminate or reduce committed capacity.

May 6, 2026
10-Q

NiSource Quarterly Report for Q1 Ended Mar 31, 2026

NiSource Inc. reported first-quarter 2026 net income of $556.2 million, up from $526.7 million a year earlier, and net income available to common shareholders of $510.7 million versus $474.8 million. Diluted EPS was $1.06 compared with $1.00. Operating revenues rose to $2,363.1 million from $2,183.2 million, and operating income increased to $819.2 million from $759.4 million. Management attributes the higher earnings primarily to revenues tied to capital investments, partially offset by higher operation and maintenance expense, depreciation, and interest expense, which increased to $191.6 million from $132.8 million. Cash flow from operations was $442.3 million, down from $686.4 million, mainly due to working capital changes. Capital expenditures were $805.2 million. Short-term borrowings rose to $1,291.0 million in commercial paper, and net available liquidity was $1,630.9 million at March 31, 2026. The company's debt-to-capitalization ratio was 51.5% against a covenant maximum of 70.0%. Its senior unsecured ratings were BBB+ (S&P), Baa2 (Moody's), and BBB (Fitch), all with stable outlooks. Data center development is a major focus. NIPSCO entered into an Alphabet contract pending IURC approval, and amended the ADS Contract to accelerate capacity deliveries and raise total committed capacity to 2,800 MW by the end of 2032, subject to approvals. The company estimates the aggregate cost of Contract Assets and Pool Resource Assets supporting existing data center customers at $9.25 to $9.75 billion, and it notes that further data center growth would require significant additional financing.

May 6, 2026
8-K

NiSource 8-K Report, Financial Results (Feb 11, 2026)

NiSource Inc. reported full-year 2025 results in a press release (Exhibit 99.1) dated February 11, 2026. On a GAAP basis, net income available to common shareholders was $929.5 million, or $1.95 per diluted share, compared with $739.7 million, or $1.62 per diluted share, for 2024. Non-GAAP adjusted net income available to common shareholders was $905.2 million, or $1.90 of adjusted EPS, versus $798.6 million, or $1.75, a year earlier. The company says 2025 adjusted EPS came in above its guidance range and FFO/Debt exceeded its guidance range. NiSource reaffirmed its 2026 non-GAAP consolidated adjusted EPS guidance of $2.02–$2.07 and its 2026–2033 consolidated non-GAAP adjusted EPS compound annual growth rate of 8%–9%. The company expects to invest approximately $28.0 billion from 2026–2030 under its consolidated capital plan, including nearly $7.0 billion in strategic data center infrastructure investments. That plan is expected to support consolidated rate base growth of 9%–11% from 2026 through 2033. The release highlights a landmark data center agreement with Amazon and a bill-credit arrangement that returns more than $1 billion in savings to retail customers. The company is introducing base plan adjusted EPS and consolidated adjusted EPS beginning in 2026. Base plan adjusted EPS excludes the impact of data center operations and development, while consolidated adjusted EPS combines base plan adjusted EPS with adjusted EPS from data center activities. The release notes that no GAAP reconciliation is provided for these forward-looking non-GAAP guidance measures because unpredictable items could be material.

Feb 11, 2026
10-K

NiSource Annual Report, Year Ended Dec 31, 2025

NiSource Inc. reported 2025 operating revenues of $6.64 billion, up from $5.46 billion in 2024, and net income attributable to NiSource of $929.5 million, or $1.95 diluted EPS, compared with $1.62 in 2024. Operating income rose to $1.84 billion from $1.46 billion. The company is an energy holding company whose primary subsidiaries are fully regulated natural gas and electric utilities serving approximately 3.8 million customers in six states, organized into two reportable segments: Columbia Operations and NIPSCO Operations. Total capital expenditures were $4.05 billion in 2025, and the company expects roughly $21.0 billion of base-business capital investment over 2026-2030, plus about $7.0 billion to develop the Contract Assets for the ADS data center contract. The central strategic development is the ADS Contract, entered into in September 2025 with Amazon Data Services, under which NIPSCO will provide electricity to ADS data centers, pending IURC approval. The contract calls for capacity increasing to 2,400 MW by the end of 2032, and GenCo will build roughly 3,000 MW of dispatchable generation. Amazon.com, Inc. has guaranteed ADS's payment obligations. ADS holds a one-time option, exercisable by March 31, 2029, to halve committed capacity to 1,200 MW, and it may terminate for convenience, with reimbursement capped. The company also sold a 19.9% equity interest in Generation Holdings II to Blackstone affiliates in October 2025 for $35.2 million, with up to $1.325 billion of further Blackstone capital contributions committed. Management states that the ADS Contract and future data center contracts will require significant additional debt and equity financing. Balance sheet and financing points include total consolidated indebtedness of $16,213.5 million at year-end 2025, a debt-to-capitalization covenant ratio of 51.0% against a 70% limit, and credit ratings of BBB+ (S&P), Baa2 (Moody's), and BBB (Fitch), all with stable outlooks at NiSource. The company paid common dividends of $1.12 per share in 2025, and its Board declared a quarterly dividend of $0.300 per share in January 2026. Risk factors emphasize the financing needs, data center concentration risk, MISO accreditation changes, and the 202(c) emergency order keeping the R.M. Schahfer coal units running.

Feb 11, 2026
8-K

NiSource 8-K Report, Material Agreement (Dec 11, 2025)

NiSource Inc. (NI) entered into a Seventh Amended and Restated Revolving Credit Agreement dated December 11, 2025, with Barclays Bank PLC as Administrative Agent and a group of co-agents and joint lead arrangers. The agreement amends and restates in its entirety the Sixth Amended and Restated Revolving Credit Agreement dated February 18, 2022, as amended August 23, 2023. The principal change is a larger and longer-dated credit facility. The facility increases by $650 million to $2.5 billion, and the termination date extends from February 18, 2027 to December 11, 2030. The sublimit for standby letters of credit rises by $25 million to $175 million. The company also raised certain dollar and materiality thresholds covering permitted liens, cross-defaults and the definition of Material Subsidiary. The agreement also eliminates provisions that would have tied adjustments to the Applicable Rate to specified environmental, social and governance key performance indicators. Apart from these changes, the filing states that the agreement substantially restates the existing credit agreement, including its representations, warranties, financial and other covenants, and events of default.

Dec 11, 2025
8-K

NiSource 8-K Report, Corporate Update (Nov 7, 2025)

NiSource Inc. (NI) filed this Form 8-K to report the closing on November 7, 2025 of a $1,000,000,000 offering of its 5.750% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2056. The Terms Agreement was entered into on November 3, 2025 with Barclays Capital Inc., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC and MUFG Securities Americas Inc. as lead underwriters, and the notes were sold under the company's Form S-3 registration statement (File No. 333-291167). The notes pay a fixed 5.750% rate until July 15, 2031, the First Reset Date, after which the rate resets to the Five-year U.S. Treasury Rate plus a 2.035% spread, with a floor of 5.750%. Interest is paid semi-annually on January 15 and July 15, beginning July 15, 2026, and the notes mature July 15, 2056. The company may defer interest for up to 20 consecutive semi-annual periods, and during any deferral it is restricted from paying common or other capital stock dividends, redeeming capital stock, and making payments on equal or junior ranking debt and guarantees, subject to exceptions described in the prospectus supplement. The company states it intends to use net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness. The notes were issued under a Subordinated Indenture dated May 16, 2024 with The Bank of New York Mellon, as supplemented by a Third Supplemental Indenture dated November 7, 2025.

Nov 7, 2025
8-K

NiSource 8-K Report, Material Agreement (Oct 31, 2025)

On October 31, 2025, NiSource Inc. (NYSE: NI) entered into eleven separate equity distribution agreements with a group of banks acting as sales agents and forward sellers, establishing a new at-the-market (ATM) equity offering program. The program allows the Company to offer and sell up to an aggregate gross sales price of $1,500,000,000 of its common stock, par value $0.01 per share, through December 31, 2028. The Company has no obligation to sell any shares, and actual sales will depend on market conditions, the trading price of the common stock and the Company's determination of appropriate funding sources. Commissions of up to 2% of gross sales prices are payable to the agents, and the same commission rate applies to forward sales. The program also allows the Company to enter into forward sale agreements with the banks or their affiliates acting as forward purchasers. Under these agreements, the Company will not initially receive proceeds from the forward sellers' sales of borrowed shares. Proceeds would be received upon physical settlement, though the Company may elect cash or net share settlement, in which case it may receive no proceeds or may owe cash or shares. The forward sale price is subject to a floating interest rate factor and reductions for expected dividends. According to the press release, the new program supersedes a $900,000,000 ATM program established on February 22, 2024, and includes approximately $47.5 million of previously unsold common stock under that program. The Company also delivered a termination notice on October 30, 2025 for the earlier equity distribution agreements. The Company states it intends to use any net proceeds for general corporate purposes, including financing capital expenditures, working capital and repayment of existing indebtedness. The shares will be issued under an automatic shelf registration statement filed October 30, 2025. The filing also includes a McGuireWoods LLP legality opinion as an exhibit.

Oct 31, 2025
10-Q

NiSource Quarterly Report for Q3 Ended Sep 30, 2025

NiSource Inc. reported third-quarter 2025 net income attributable to NiSource of $94.7 million, or $0.20 diluted EPS, compared with $85.7 million, or $0.19 diluted EPS, in the third quarter of 2024. For the nine months ended September 30, 2025, net income attributable to NiSource was $671.7 million, or $1.42 diluted EPS, versus $536.5 million, or $1.14 diluted EPS, a year earlier. Total operating revenues were $1.27 billion for the quarter and $4.74 billion for the nine months, and operating income rose to $297.5 million and $1.32 billion, respectively. Results were driven mainly by higher revenues from capital investments, partially offset by higher operation and maintenance expense, depreciation and interest expense. The filing centers on the Data Center Contract signed September 18, 2025, under which NIPSCO will provide electricity to a wholly owned subsidiary of a large publicly traded company, with committed capacity rising to 2,400 MW by the end of 2032. GenCo plans to build 400 MW of battery storage and two 1,300 MW gas-fired combined-cycle turbines, and the aggregate cost of the Contract Assets is estimated at approximately $7 billion. Subsequent to quarter-end, on October 28, 2025, Blackstone affiliates acquired a 19.9% indirect equity interest in GenCo for $35.2 million and committed up to $1.325 billion in additional capital contributions over seven years. The company expects to fund the buildout through a mix of Data Center Contract receipts, debt, NiSource equity and Blackstone capital. Balance sheet and financing activity increased materially. Total assets were $34.40 billion at September 30, 2025, up from $31.79 billion at year-end 2024, and long-term debt was $14.47 billion excluding current portion. Net available liquidity was $905.0 million, down from $1,567.6 million, and the debt-to-capitalization ratio covenant stood at 54.7% against a 70.0% limit. Investors should weigh the company's large capital program, including an expected $4.0 billion to $4.3 billion of 2025 capital investments and $21.0 billion for the 2026-2030 base business, against the execution, financing and customer-concentration risks described in the filing.

Oct 29, 2025
8-K

NiSource 8-K Report, Financial Results (Oct 29, 2025)

NiSource Inc. (NYSE: NI) reported third-quarter 2025 results for the period ended September 30, 2025, furnished as Exhibit 99.1 to this Item 2.02 filing. On a GAAP basis, net income available to common shareholders was $94.7 million, or $0.20 per diluted share, for the three months ended September 30, 2025, versus $85.7 million, or $0.19 per diluted share, a year earlier. Non-GAAP adjusted net income available to common shareholders was $91.8 million, or $0.19 of adjusted EPS, compared with $89.9 million, or $0.20, in the prior-year quarter. For the nine months ended September 30, 2025, GAAP net income was $671.7 million ($1.42 per diluted share) and adjusted net income was $656.0 million ($1.38 adjusted EPS). NiSource reaffirmed the upper half of its 2025 non-GAAP adjusted EPS guidance of $1.85-$1.89 and introduced 2026 non-GAAP consolidated adjusted EPS guidance of $2.02-$2.07. The company extended its base plan non-GAAP adjusted EPS annual growth guidance of 6%-8% through 2026-2030, supported by $21.0 billion in base plan capital expenditures and 8%-10% rate base growth from 2026 to 2030. It also introduced a 2026-2033 consolidated non-GAAP adjusted EPS compound annual growth rate of 8%-9% and a consolidated capital expenditure plan of $28.0 billion, which includes nearly $7.0 billion of strategic data center investment and is approximately $8.6 billion more than the prior five-year plan. Management stated that the GenCo project has been approved and a new data center agreement is in place, and it described the plan as protecting customers from large-load development costs. The company also said it will begin presenting base plan and consolidated adjusted EPS starting in 2026, with base plan guidance excluding data center operations and development activities in NIPSCO's Indiana service territory. The release notes that data center earnings are expected to follow a different growth profile than the base business.

Oct 29, 2025
8-K

NiSource 8-K Report, Regulation FD Disclosure (Sep 22, 2025)

NiSource Inc. disclosed under Item 7.01 (Regulation FD) that its subsidiary Northern Indiana Public Service Company LLC (NIPSCO) entered into an agreement on September 18, 2025 with a large, investment grade company (the Customer) to provide electric service to the Customer's data centers. The Contract involves a capacity commitment beginning in 2027 and increasing annually through the end of 2032. The agreement will be submitted to the Indiana Utility Regulatory Commission (IURC) for approval, and it will include a mechanism to flow savings back to retail customers for use of the existing system beginning in 2027. To meet demand under the Contract, NIPSCO Generation LLC, another NiSource subsidiary, expects to construct new dispatchable generation and has entered into engineering, procurement, and construction contracts and equipment supply contracts for that purpose. The company expects to finance the project through a combination of debt and equity, which may include minority equity investments in subsidiaries, and may also pursue other funding sources, structures, or partnerships. NiSource expects to provide additional details on the Contract, including an updated financial plan reflecting its financial ramifications, with its earnings conference call and Form 10-Q for the quarter ending September 30, 2025. The filing contains no quantified financial figures for the Contract's revenue, cost, or capital requirements.

Sep 22, 2025
8-K

NiSource 8-K Report, Financial Results (Aug 6, 2025)

NiSource Inc. (NYSE: NI) reported second-quarter 2025 results in a press release dated August 6, 2025, furnished as Exhibit 99.1 to this Item 2.02 filing. On a GAAP basis, net income available to common shareholders for the three months ended June 30, 2025 was $102.2 million, or $0.22 per diluted share, compared with $85.8 million, or $0.19 per diluted share, in the same period of 2024. For the six months ended June 30, 2025, GAAP net income available to common shareholders was $577.0 million, or $1.22 per diluted share, versus $430.1 million, or $0.95 per diluted share, a year earlier. On a non-GAAP adjusted basis, second-quarter 2025 adjusted net income available to common shareholders was $101.9 million, or $0.22 adjusted EPS, compared with $94.7 million, or $0.21, in 2024. Six-month adjusted net income was $564.2 million, or $1.19 adjusted EPS, versus $477.5 million, or $1.06, in the prior year. The company's adjustments in the reconciliation primarily reflect weather compared to normal, with the six-month 2025 weather adjustment shown as a $(17.1) million impact to operating revenues. Looking forward, NiSource narrowed its 2025 non-GAAP adjusted EPS guidance to the upper half of $1.85-$1.89 and reaffirmed expected annual non-GAAP adjusted EPS growth of 6%-8% and rate base growth of 8%-10% for 2025-2029. The company cites $19.4 billion of capital expenditures planned for the 2025-2029 period as the driver of this growth outlook.

Aug 6, 2025
10-Q

NiSource Quarterly Report for Q2 Ended Jun 30, 2025

NiSource Inc. reported second-quarter 2025 operating revenues of $1,283.0 million, up from $1,084.7 million a year earlier, and net income attributable to NiSource of $102.2 million, or $0.22 diluted EPS, compared with $85.8 million, or $0.19, in the prior-year quarter. For the six months ended June 30, 2025, net income attributable to NiSource was $577.0 million, or $1.22 diluted EPS, versus $450.8 million and $0.95 in 2024. Management attributes the higher earnings to revenues driven by capital investments, partially offset by higher operating expenses, including depreciation, interest expense and other one-time expenses. The company's financing and capital spending were substantial in the period. NiSource issued $750.0 million of 5.850% senior notes due 2055 in March 2025, then in June 2025 issued an additional $750.0 million of the same notes and $900.0 million of 5.350% notes due 2035, with total net proceeds of about $1.616 billion from the June issuances. Long-term debt including the current portion rose to $15,756.0 million at June 30, 2025 from $13,355.7 million at December 31, 2024. Net cash flows from operating activities were $1,181.8 million for the six months, while investing outflows reached $2,566.3 million, driven by capital expenditures and milestone payments to renewable generation developers. The company expects capital investments of $4.0 billion to $4.3 billion in 2025 and about $19.4 billion over 2025-2029. The filing also highlights ongoing energy transition and regulatory activity. NIPSCO's Electric rate case order was approved on June 26, 2025, with new rates phased in beginning July 2025, and several renewable BTA and PPA projects are under development. The company reports a debt-to-capitalization ratio of 55.2% against a 70.0% covenant limit, and an additional $1,850.0 million commercial paper program backed by a revolving credit facility. The filing notes that the One Big Beautiful Bill Act, signed July 4, 2025, is not expected to have a material impact on financial position or results of operations, and that recent escalation involving Iran could raise risks to U.S. energy infrastructure.

Aug 6, 2025
8-K

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

NiSource Inc. filed a Form 8-K on June 27, 2025 under Item 8.01 (Other Events) to report the closing of a debt offering of senior notes. On June 23, 2025, the company entered into a Terms Agreement with a group of lead underwriters (BMO Capital Markets Corp., BNP Paribas Securities Corp., J.P. Morgan Securities LLC, PNC Capital Markets LLC, Scotia Capital (USA) Inc. and U.S. Bancorp Investments, Inc.) for $900,000,000 of 5.350% Notes due 2035 and $750,000,000 of additional 5.850% Notes due 2055. The sale closed on June 27, 2025, and the filing states that the company intends to use the net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness. The 2055 Notes are a further issuance of the 5.850% Notes due 2055 that NiSource first issued on March 27, 2025 in the same $750,000,000 amount. Following this issuance, the aggregate principal amount of outstanding 5.850% Notes due 2055 is $1,500,000,000. The notes were issued under a 2000 indenture, as amended and supplemented, with The Bank of New York Mellon as successor trustee, and the offering was made under the company's Form S-3 registration statement (File No. 333-268084). For investors, the filing is primarily a financing disclosure: it documents roughly $1.65 billion of new long-term debt capacity raised in the aggregate, with the stated purpose of funding capital spending, working capital and debt refinancing. The filing itself does not provide financial results, guidance or balance sheet totals.

Jun 27, 2025
8-K

NiSource 8-K Report, Shareholder Vote Results (May 13, 2025)

NiSource Inc. filed a Form 8-K reporting the results of its Annual Meeting of Stockholders held on May 12, 2025. Stockholders elected all 12 director nominees, including Peter A. Altabef, Sondra L. Barbour, Theodore H. Bunting, Jr., Eric L. Butler, Deborah A. Henretta, Deborah A.P. Hersman, Michael E. Jesanis, William D. Johnson, Kevin T. Kabat, Cassandra S. Lee, John McAvoy, and Lloyd M. Yates. Each nominee received substantially more votes for than against, though Kevin T. Kabat drew the largest number of votes against (17,372,094). Stockholders approved, on an advisory basis, the compensation of the Company's named executive officers, with 390,097,828 votes for and 14,074,664 against. They also ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2025, with 410,717,093 votes for, 21,279,058 against, and 692,223 abstentions. A stockholder proposal requesting support for a special shareholder meeting improvement was not approved. It received 140,448,169 votes for, 265,156,941 against, and 1,842,974 abstentions, with 25,240,290 broker non-votes. The filing also lists Exhibit 104, the cover page Interactive Data File embedded in the Inline XBRL document.

May 13, 2025
8-K

NiSource 8-K Report, Financial Results (May 7, 2025)

NiSource Inc. filed this Form 8-K on May 7, 2025 under Item 2.02 (Results of Operations and Financial Condition), furnishing a press release dated the same day as Exhibit 99.1 announcing first quarter 2025 results for the period ended March 31, 2025. On a GAAP basis, net income available to common shareholders was $474.8 million, or $1.00 per diluted share, compared with $344.3 million, or $0.77 per diluted share, in the first quarter of 2024. On a non-GAAP adjusted basis, net income available to common shareholders was $462.3 million, or $0.98 per share, versus $382.8 million, or $0.85 per share, a year earlier. The adjusted figures exclude a weather-related revenue adjustment of $(16.8) million in 2025 compared with $32.9 million in 2024, and in 2024 also a $14.0 million preferred dividend redemption premium. NiSource reaffirmed its 2025 non-GAAP adjusted EPS guidance of $1.85 to $1.89, along with 8% to 10% rate base growth and 6% to 8% annual non-GAAP adjusted EPS growth for the 2025 to 2029 period. CEO Lloyd Yates said the first quarter results demonstrate the company's business fundamentals and that the long-term plan remains intact despite market conditions. The press release describes NiSource as a fully regulated utility serving approximately 3.3 million natural gas customers and 500,000 electric customers across six states through its Columbia Gas and NIPSCO brands. The filing highlights risk factors including data center growth, aging infrastructure, cybersecurity, regulatory outcomes and credit ratings, all of which are detailed in the company's Form 10-K for 2024 and subsequent 10-Q filings. The 8-K itself is a short notice; the full earnings presentation and segment information are available on the company's investor website.

May 7, 2025
10-Q

NiSource Quarterly Report for Q1 Ended Mar 31, 2025

NiSource Inc. reported first-quarter 2025 net income attributable to NiSource of $474.8 million, compared with $365.0 million in the first quarter of 2024. Diluted EPS was $1.00, compared with $0.77 a year earlier. Total operating revenues rose to $2,183.2 million from $1,706.3 million, driven by higher cost of energy billed to customers, new rates from base rate proceedings and regulatory capital programs, and colder weather. Operating income increased to $759.4 million from $583.4 million, and interest expense, net rose to $132.8 million from $116.3 million. Management attributes the earnings increase mainly to revenue growth from capital investments, partly offset by higher depreciation and interest expense. Capital investment and financing dominated the quarter. Net cash from operating activities was $686.4 million, while investing outflows were $1,352.7 million, including $554.2 million of milestone payments to renewable generation developers and $125.3 million of advanced deposits. NiSource issued $750.0 million of 5.850% senior unsecured notes due 2055 in March 2025, and it has forward sale agreements for ATM equity with about $147.5 million still available. Management expects capital investments of $4.0 billion to $4.3 billion in 2025 and about $19.4 billion over 2025 to 2029. Total long-term debt including the current portion was $14,114.1 million at March 31, 2025, and the revolving credit facility's debt-to-capitalization ratio was 53.8% against a 70.0% covenant limit. The filing also highlights NIPSCO's generation transition. Several renewable projects are in development, including the Templeton wind project, which remains pending IURC approval, and NIPSCO has a pending electric rate case seeking a $368.7 million requested incremental revenue increase, with a settlement reflecting an annual revenue increase of $257.0 million. Management noted that data center interest in northern Indiana has accelerated, and that large load growth would require new generation resources.

May 7, 2025
8-K

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

On March 27, 2025, NiSource Inc. closed the sale of $750,000,000 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.

Mar 27, 2025
10-K

NiSource Annual Report, Year Ended Dec 31, 2024

NiSource Inc. (NI) reported 2024 total operating revenues of $5.46 billion, up from operating income of $1.46 billion versus $1.30 billion in 2023, and net income available to common shareholders of $739.7 million, or $1.62 diluted EPS, compared with $1.48 in 2023. The results were driven by new rates from base rate proceedings and regulatory capital programs, along with higher AFUDC, partly offset by higher depreciation and interest expense and higher net income attributable to noncontrolling interest following the NIPSCO Minority Interest Transaction with Blackstone. Capital investment remains the central theme. Total 2024 capital expenditures were $3.69 billion, and the company expects to invest approximately $19.4 billion during 2025-2029 for infrastructure modernization, generation transition and customer growth. The generation transition continues, with the remaining two R.M. Schahfer coal units slated for retirement by end of 2025 and Michigan City by end of 2028. Management also highlighted growing data center interest in northern Indiana, which could require new generation and transmission, and noted that the 2024 IRP calls for additional gas-fired resources if significant new data center load is contracted. Balance sheet and liquidity remain important considerations. Total long-term debt was $13.36 billion at year end, and the company reported net available liquidity of $1.57 billion, down from $3.07 billion a year earlier as cash on hand fell from $2.25 billion to $156.6 million. The debt-to-capitalization ratio was 52.6% against a 70% covenant, and credit ratings remained BBB+ (S&P), Baa2 (Moody's) and BBB (Fitch), with stable outlooks.

Feb 12, 2025
8-K

NiSource 8-K Report, Financial Results (Feb 12, 2025)

NiSource Inc. reported full-year 2024 results on February 12, 2025, furnished via Item 2.02 with a press release attached as Exhibit 99.1. On a GAAP basis, net income available to common shareholders was $739.7 million, or $1.62 per diluted share, compared with $661.7 million, or $1.48 per diluted share, in 2023. Non-GAAP adjusted net income available to common shareholders was $798.6 million, or $1.75 adjusted EPS, versus $716.3 million, or $1.60, in the prior year, and the company states 2024 adjusted EPS was above its guidance range. Management raised its 2025 non-GAAP adjusted EPS guidance to $1.85-$1.89 and reaffirmed expected annual 6%-8% non-GAAP adjusted EPS growth for 2025-2029. The base capital expenditure plan was increased to $19.4 billion, a $100 million increase from the prior $19.3 billion, which the company expects to drive 8%-10% rate base growth. The CEO cited an 8.5% three-year compound annualized growth rate in 2024 adjusted EPS. The press release notes that weather variance compared to normal contributed $60.4 million to 2024 operating revenue adjustments (versus $60.6 million in 2023), and that the company does not provide GAAP guidance for adjusted EPS because of unpredictable factors such as weather, asset sales and impairments.

Feb 12, 2025
8-K

NiSource 8-K Report, Executive Changes (Jan 24, 2025)

NiSource Inc. filed this Form 8-K on January 24, 2025 to disclose a one-time equity award to Michael Luhrs, Executive Vice President, Strategy Risk and Chief Commercial Officer. The Compensation and Human Capital Committee of the Board granted the award on January 22, 2025. The award is valued at $2 million on the grant date and consists of 52,938 restricted stock units. The restricted stock units vest in installments: 33% on January 22, 2026, 33% on January 22, 2027, and 34% on January 22, 2028. The award also vests upon certain separations from service. The filing states that the form of award agreement is attached as Exhibit 10.1, which is incorporated by reference from the company's Form 8-K filed on January 26, 2024. The filing reports no financial results, operating metrics, or guidance. For investors, the filing is a compensation disclosure tied to retention of a senior commercial executive through staggered multi-year vesting.

Jan 24, 2025
10-Q

NiSource Quarterly Report for Q3 Ended Sep 30, 2024

NiSource Inc. reported third-quarter 2024 results in this Form 10-Q for the period ended September 30, 2024. Net income available to common shareholders was $85.7 million, or $0.19 diluted EPS, for the three months, compared with $77.0 million, or $0.17 diluted EPS, a year earlier. For the nine months, net income available to common shareholders was $515.8 million, or $1.14 diluted EPS, versus $436.1 million, or $0.98, in 2023. Operating revenues were $1,076.3 million for the quarter and $3,867.3 million for the nine months, while operating income was $218.3 million for the quarter and $1,038.7 million for the nine months. Management attributes the earnings increase to higher revenues net of cost of energy, increased AFUDC equity tied to the Cavalry and Dunns Bridge II projects, and the elimination of preferred dividends after the Series A and B preferred redemptions. Higher depreciation and interest expense partially offset these gains. The company's balance sheet and financing activity were shaped by the NIPSCO Minority Interest Transaction, which brought in a $2.16 billion capital contribution at year-end 2023. Proceeds were used to repay $1.0 billion and $650.0 million term credit agreements in January 2024. During 2024 NiSource issued $650.0 million of 5.350% senior notes due 2034, $500.0 million of 6.950% junior subordinated notes due 2054, $600.0 million of 5.200% senior notes due 2029, and $500.0 million of 6.375% junior subordinated notes due 2055. It also redeemed its Series B and B-1 preferred stock for $500.0 million and sold common stock under its ATM program. Total long-term debt including current portion was $13,357.5 million at September 30, 2024, and the debt-to-capitalization ratio was 52.7% against a 70.0% covenant. Management expects 2024 capital investments of $3.3 billion to $3.5 billion and about $19.3 billion during 2025-2029. The filing also reports a $164.6 million increase to asset retirement obligations for compliance with the EPA's legacy coal combustion residuals rule, costs management expects to be recoverable through depreciation rates. NIPSCO's renewable generation transition continues, with Cavalry and Dunns Bridge II reaching milestones and remaining projects expected to enter service mainly between 2025 and 2027. Management also discussed a potential data center opportunity in northern Indiana that could require new generation and transmission capacity.

Oct 30, 2024
8-K

NiSource 8-K Report, Financial Results (Oct 30, 2024)

NiSource Inc. reported third-quarter 2024 results on October 30, 2024, in a press release attached as Exhibit 99.1. GAAP net income available to common shareholders was $85.7 million, or $0.19 per diluted share, versus $77.0 million, or $0.17, in the same period of 2023. Non-GAAP adjusted net income available to common shareholders was $89.9 million, or $0.20 per share, versus $83.7 million, or $0.19, a year earlier. For the nine months ended September 30, 2024, GAAP net income available to common shareholders was $515.8 million, or $1.14 per diluted share, and adjusted net income was $567.4 million, or $1.26 per share, compared with $1.07 adjusted EPS in the prior-year period. The company reaffirmed its 2024 non-GAAP adjusted EPS guidance of $1.70-1.74 and introduced 2025 adjusted EPS guidance of $1.84-1.88. It extended its plan through 2029, expecting adjusted EPS growth of 6-8% annually, supported by a $19.3 billion capital expenditure base plan for 2025-2029 and 8-10% rate base growth over the same period. The new capital plan is approximately $2.9 billion larger than the prior five-year plan. CEO Lloyd Yates cited progress in rate cases, advancing NIPSCO Integrated Resource Plan dialogue, and approvals for several Indiana investments intended to improve reliability and lower customer costs. The filing notes that the company does not provide GAAP guidance for adjusted EPS because of unpredictable factors such as weather, asset sales, impairments, and other unusual or infrequent items. Schedule 1 of the press release reconciles GAAP to non-GAAP results, showing weather-related operating revenue adjustments of $5.6 million for the quarter and $50.6 million for the nine months, and preferred dividend redemption premiums of $14.0 million for the nine months of 2024.

Oct 30, 2024
8-K

NiSource 8-K Report, Rights Modification (Oct 22, 2024)

NiSource Inc. filed this Form 8-K on October 22, 2024 to report governance housekeeping rather than financial results. Under Items 3.03 and 5.03, the company disclosed that on October 21, 2024 it filed two Certificates of Elimination with the Delaware Secretary of State. The first removes all matters tied to its Series C Mandatory Convertible Preferred Stock, which, as previously disclosed, was deemed automatically transferred to the company, retired and canceled on December 1, 2023, with all holder rights terminated. The second removes the Series A Junior Participating Preferred Stock designation, which was reserved under a former shareholder rights plan that formally expired in 2010 and under which no shares were ever issued or outstanding. The company also adopted amended and restated bylaws effective October 21, 2024 following a periodic review. The changes update provisions on stockholder meeting adjournment, the stockholder list, proxies and advance notice requirements for director nominations and other business, align certain provisions with recent Delaware law developments, and require director candidates to be available for interview by the Board. The filing also includes an amended and restated Articles of Incorporation through October 21, 2024 as an exhibit. For investors, the filing carries no direct financial impact and reports no new financing, earnings or operating results. Its main significance is cleaning up the capital structure documents and refreshing corporate governance procedures.

Oct 22, 2024
8-K

NiSource 8-K Report, Corporate Update (Sep 9, 2024)

NiSource Inc. closed the sale of $500 million aggregate principal amount of its 6.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2055 on September 9, 2024. The offering was made under the company's Form S-3 registration statement (File No. 333-268084), with BofA Securities, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co, LLC and Wells Fargo Securities, LLC acting as underwriters under a Terms Agreement dated September 3, 2024. The notes bear interest at 6.375% per annum from September 9, 2024 until March 31, 2035. From March 31, 2035, the rate resets during each reset period to the five-year U.S. Treasury Rate plus a spread of 2.527%. Interest is payable semi-annually on March 31 and September 30, beginning March 31, 2025, and the notes mature on March 31, 2055. The company may redeem the notes during specified periods and upon certain ratings or tax events, as described in the prospectus supplement. The notes are junior subordinated obligations with an optional interest deferral feature. While no event of default is continuing, NiSource may defer interest for one or more periods of up to 20 consecutive semi-annual interest payment periods each. During any deferral, the company is restricted from paying dividends on its common stock or other capital stock, redeeming capital stock, and paying on debt or guarantees that rank equally with or junior to the notes, subject to certain exceptions. The company intends to use the net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness.

Sep 9, 2024
8-K

NiSource 8-K Report, Financial Results (Aug 7, 2024)

NiSource Inc. filed an 8-K on August 7, 2024 furnishing its press release reporting results for the quarter and six months ended June 30, 2024. For the second quarter, GAAP net income available to common shareholders was $85.8 million, or $0.19 per diluted share, up from $39.9 million, or $0.09, a year earlier. Non-GAAP adjusted net income available to common shareholders was $94.7 million, or $0.21 per share, compared with $50.3 million, or $0.11, in the prior-year quarter. Weather compared to normal added $12.1 million to second-quarter operating revenues, versus $5.9 million in 2023. For the first six months of 2024, GAAP diluted EPS was $0.95 versus $0.80, and adjusted EPS was $1.06 versus $0.88. The company reaffirmed its 2024 adjusted EPS guidance of $1.70 to $1.74, its 2023-2028 adjusted EPS growth target of 6-8% annually, and its 8-10% annual rate base growth for the 2023-2028 period. The 2024-2028 base capital expenditure plan is $16.4 billion. Management highlighted the in-service of the Cavalry Solar & Storage project during the quarter, progress on capital trackers and renewable project approvals, and the response to a July windstorm in the Indiana service area. The release also notes that the company changed its non-GAAP terminology from net operating earnings to adjusted net income beginning in the first quarter of 2024, with calculations unchanged.

Aug 7, 2024
10-Q

NiSource Quarterly Report for Q2 Ended Jun 30, 2024

NiSource Inc. reported second-quarter 2024 results in its Form 10-Q for the period ended June 30, 2024. Total operating revenues were $1,084.7 million for the three months, compared with $1,090.0 million a year earlier, while operating income rose to $237.0 million from $168.9 million. Net income attributable to NiSource was $85.8 million, up from $58.8 million, and diluted EPS was $0.19 versus $0.09. For the six months, net income available to common shareholders was $430.1 million, or $0.95 diluted EPS, compared with $359.1 million and $0.80 a year earlier. The company attributed the improvement mainly to rate increases from regulatory outcomes and the elimination of preferred dividends after the Series A and B preferred stock redemptions, partly offset by higher net income attributable to noncontrolling interest following the NIPSCO Minority Interest Transaction. The balance sheet shifted meaningfully during the first half. Cash and cash equivalents fell to $101.2 million from $2,245.4 million at December 31, 2023, as the company repaid $1.65 billion of term credit agreements and reduced commercial paper and short-term borrowings to $644.0 million from $3,048.6 million. Long-term debt, excluding current portion, rose to $12,809.6 million from $11,055.5 million, reflecting 2024 senior and junior subordinated note issuances totaling $1.75 billion in face amount. Net available liquidity was $1,577.6 million at June 30, 2024, and the debt-to-capitalization ratio was 57.8% against a 70.0% covenant limit. Capital spending remained heavy. Capital expenditures were $1,219.3 million for the six months, with milestone payments to renewable generation asset developers of $320.8 million. Management expects capital investments of $3.3 billion to $3.5 billion in 2024 and about $16.4 billion over 2024 through 2028. The company is also pursuing its NIPSCO generation transition, including retiring the remaining R.M. Schahfer coal units by the end of 2025, and is evaluating data center development in its northern Indiana service territory.

Aug 7, 2024
8-K

NiSource 8-K Report, Corporate Update (Jun 24, 2024)

NiSource Inc. disclosed in this Form 8-K that it sold $600 million aggregate principal amount of its 5.200% Notes due 2029. The sale was made under a Terms Agreement dated June 17, 2024, with Barclays Capital Inc., BNP Paribas Securities Corp., KeyBanc Capital Markets Inc., MUFG Securities Americas Inc. and Scotia Capital (USA) Inc. acting as representatives of the underwriters, and the sale closed on June 24, 2024. The Notes were issued under the company's Registration Statement on Form S-3 (File No. 333-268084) and an Indenture dated November 14, 2000, with The Bank of New York Mellon as successor trustee. The company stated that it intends to use the net proceeds for general corporate purposes, including financing capital expenditures, working capital, and repaying existing indebtedness. The filing is a debt financing disclosure and does not report operating results, earnings or changes in guidance. The filing also includes a legal opinion from McGuireWoods LLP (Exhibit 5.1) and the form of Notes (Exhibit 4.1), and it incorporates forward-looking statement cautions tied to the company's 2023 Form 10-K and subsequent SEC filings.

Jun 24, 2024
8-K

NiSource 8-K Report, Corporate Update (May 16, 2024)

NiSource Inc. disclosed under Item 8.01 that it completed the sale of $500,000,000 aggregate principal amount of its 6.950% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2054. The Terms Agreement was entered into on May 13, 2024 with BofA Securities, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC as representatives of the underwriters, and the sale closed on May 16, 2024. The notes were offered under the company's Form S-3 registration statement (File No. 333-268084). The notes accrue interest at 6.950% per annum from May 16, 2024 until November 30, 2029, after which they reset every reset period to the Five-year U.S. Treasury Rate plus a spread of 2.451%. Interest is payable semi-annually in arrears on May 30 and November 30, beginning November 30, 2024, and the notes mature on November 30, 2054. The company may redeem some or all of the notes during specified periods and upon certain ratings or tax events, as described in the prospectus supplement dated May 13, 2024. The notes were issued under a Subordinated Indenture dated May 16, 2024 with The Bank of New York Mellon, as trustee, as supplemented by a First Supplemental Indenture of the same date. The company intends to use the net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness. The filing attaches the form of notes, the indentures, and legal opinions from McGuireWoods LLP.

May 16, 2024
8-K

NiSource 8-K Report, Shareholder Vote Results (May 13, 2024)

NiSource Inc. filed this Form 8-K to report the results of its Annual Meeting of Stockholders held on May 13, 2024, as described in the Company's Proxy Statement filed on April 1, 2024. Stockholders elected all 12 director nominees, including Peter A. Altabef, Sondra L. Barbour, Theodore H. Bunting, Jr., Eric L. Butler, Deborah A. Henretta, Deborah A.P. Hersman, Michael E. Jesanis, William D. Johnson, Kevin T. Kabat, Cassandra S. Lee, John McAvoy, and Lloyd M. Yates. Kabat received the fewest votes for his election, at 341,727,766 for and 17,753,124 against. Stockholders approved three of the five proposals. The advisory vote on named executive officer compensation passed with 347,388,459 votes for and 11,849,767 against. The ratification of Deloitte & Touche LLP as the independent registered public accounting firm for 2024 received 374,754,012 votes for and 16,279,389 against. The amended and restated Employee Stock Purchase Plan, which increases the number of shares available under the plan, was approved with 356,921,401 votes for and 2,656,683 against. A stockholder proposal asking the Board to amend the bylaws to require stockholder approval of director compensation was not approved, receiving 8,164,688 votes for and 350,185,104 against. The filing reports broker non-votes of 31,504,507 on the director election, the advisory compensation vote, the stock purchase plan proposal, and the stockholder proposal. The Form 8-K otherwise contains routine governance disclosure under Item 5.07, along with an Exhibit 104 cover page interactive data file under Item 9.01.

May 13, 2024
10-Q

NiSource Quarterly Report for Q1 Ended Mar 31, 2024

NiSource Inc. reported first-quarter 2024 net income of $400.3 million, up from $337.8 million in the first quarter of 2023, and net income available to common shareholders of $344.3 million versus $319.2 million a year earlier. Diluted EPS was $0.77 compared with $0.71. Total operating revenues fell to $1,706.3 million from $1,966.0 million, mainly because lower cost of energy is passed through to customers, while operating income rose to $583.4 million from $531.0 million. The company attributes the earnings increase primarily to higher revenues net of cost of energy from rate increases driven by regulatory outcomes, partly offset by higher net income attributable to noncontrolling interest following the NIPSCO Minority Interest Transaction. The balance sheet and financing picture changed significantly. Cash and cash equivalents fell to $102.2 million from $2,245.4 million at year-end 2023, and short-term borrowings declined to $1,222.3 million from $3,048.6 million, as proceeds from the NIPSCO Minority Interest Transaction were used to repay $1.0 billion and $650.0 million term credit agreements and to redeem $500.0 million of Series B and B-1 Preferred Stock on March 15, 2024. Long-term debt rose to $11,724.6 million, reflecting a $650.0 million 5.35% senior notes issuance due 2034. The company also set up an at-the-market equity program of up to $900.0 million, with approximately $700.0 million available as of March 31, 2024. Total noncontrolling interest in consolidated subsidiaries was $1,899.0 million, and the debt-to-capitalization ratio under the revolving credit facility covenant was 57.0% against a 70.0% limit. Management reiterated expected capital investments of $3.3 billion to $3.5 billion in 2024 and approximately $16.4 billion over 2024 through 2028, and stated that it remains on track to retire the remaining two R.M. Schahfer coal units by the end of 2025. Net available liquidity was $1,139.8 million at March 31, 2024, down from $3,070.8 million at December 31, 2023.

May 8, 2024
8-K

NiSource 8-K Report, Financial Results (May 8, 2024)

NiSource Inc. reported first quarter 2024 results on May 8, 2024, as stated in its Form 8-K under Item 2.02, with the full press release attached as Exhibit 99.1. On a GAAP basis, net income available to common shareholders for the three months ended March 31, 2024 was $344.3 million, or $0.77 per diluted share, compared with $319.2 million, or $0.71 per diluted share, in the same period of 2023. On a non-GAAP adjusted basis, net income available to common shareholders was $382.8 million, or $0.85 per share, versus $343.0 million, or $0.77 per share, a year earlier. The reconciliation adds back weather compared to normal ($32.9 million pre-tax in 2024) and a $14.0 million preferred dividend redemption premium tied to the redemption of Series B Preferred Stock. Management reaffirmed 2024 adjusted EPS guidance of $1.70 to $1.74, as well as annual adjusted EPS growth of 6% to 8% and annual rate base growth of 8% to 10% for the 2023-2028 period. The 2024-2028 base capital expenditure plan was raised to $16.4 billion, a $400 million increase from the prior $16 billion. CEO Lloyd Yates stated that this increase is being funded without incremental equity issuance, which he cited as evidence of an improving balance sheet and greater financial flexibility. The company also noted a change in its non-GAAP terminology beginning in the first quarter of 2024, replacing 'net operating earnings' and 'net operating EPS' with 'adjusted net income' and 'adjusted EPS.' The company states this is a name change only, with calculations unchanged from prior periods. The press release describes NiSource as one of the largest fully regulated utilities in the United States, serving approximately 3.3 million natural gas customers and 500,000 electric customers across six states through its Columbia Gas and NIPSCO brands.

May 8, 2024
8-K

NiSource 8-K Report, Executive Changes (Mar 19, 2024)

NiSource Inc. reported on its Form 8-K filed March 19, 2024 that director Aristides S. Candris retired from the Board effective March 19, 2024, with no disagreement with the Company on operations, policies or practices. The same day, the Board appointed John McAvoy as a director effective immediately. Mr. McAvoy, 63, most recently served as President and Chief Executive Officer of Consolidated Edison, Inc. and Chief Executive Officer of Consolidated Edison Company of New York, Inc. from December 2013 through December 28, 2020, and retired from the ConEdison board in May 2023 after forty-three years with that company. He was also named to the Compensation and Human Capital Committee and the Safety, Operations, Regulatory and Policy Committee, and will stand for election at the 2024 Annual Meeting of Stockholders. For compensation, Mr. McAvoy will receive the standard non-employee director annualized retainer of $275,000, consisting of $110,000 in cash and restricted stock units valued at $165,000 at the time of award. The form of the restricted stock unit award agreement was previously filed as Exhibit 10.20 to the Company's 2023 Form 10-K. The filing is primarily a board-composition change with no financial results, guidance or transaction disclosures. The accompanying press release (Exhibit 99.1) describes Mr. Candris as a director since 2012 and highlights NiSource's 2022 API Recommended Practice 1173 Safety Management System certification, which the Board chair cited as part of Mr. Candris's commitment to safety. The company describes itself as serving approximately 3.3 million natural gas customers and 500,000 electric customers across six states through its Columbia Gas and NIPSCO brands.

Mar 19, 2024
8-K

NiSource 8-K Report, Rights Modification (Mar 18, 2024)

NiSource Inc. filed a Current Report on Form 8-K dated March 18, 2024, describing the elimination of preferred stock terms from its corporate charter. On March 18, 2024, the Company filed a Certificate of Elimination with the Delaware Secretary of State to remove all matters set forth in the Certificates of Designations for its 6.50% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock (Series B Preferred Stock) and its Series B-1 Preferred Stock (Series B-1 Preferred Stock) from its Amended and Restated Certificate of Incorporation. The filing states that all outstanding shares of both series were redeemed on March 15, 2024, at a redemption price of $25,000 per share for the Series B Preferred Stock and $0.01 per share for the Series B-1 Preferred Stock. Following the redemptions, dividends ceased to accrue on the Series B Preferred Stock, and the shares of both series are no longer deemed outstanding. Holders' rights terminated, except for the right to receive the applicable redemption price, without interest. For investors, the filing is administrative in nature and reflects the completion of the redemption of these preferred securities. It indicates that the holders of these series no longer have ongoing dividend or other rights beyond receiving the redemption payment. The filing also lists a Certificate of Elimination as Exhibit 3.1 and an Inline XBRL cover page as Exhibit 104.

Mar 18, 2024
8-K

NiSource 8-K Report, Executive Changes (Mar 15, 2024)

NiSource Inc. filed this Form 8-K on March 15, 2024 to report a leadership departure. Under Item 5.02, Donald Brown, Executive Vice President and Chief Innovation Officer, will leave the Company effective on or before May 1, 2024 (the Separation Date), with his last day of employment expected to be April 1, 2024. As previously reported on February 19, 2024, Mr. Brown informed the Company of his departure. Mr. Brown entered into a Separation Agreement dated March 15, 2024. Under its terms, he will receive a lump sum payment equal to his annual salary plus 130% of the cost of 52 weeks of COBRA coverage, conditioned on signing a release of claims in favor of the Company. The filing states these terms are consistent with the NiSource Inc. Executive Severance Policy, described in the Company's proxy statement filed April 12, 2023. For investors, this filing is an executive transition disclosure rather than a financial report. It contains no financial results or dollar amounts for the Company's operations. The full Separation Agreement is filed as Exhibit 10.1, which governs the complete terms.

Mar 15, 2024
8-K

NiSource 8-K Report, Corporate Update (Mar 14, 2024)

NiSource Inc. filed this Form 8-K on March 14, 2024 under Item 8.01 (Other Events) to disclose a debt offering. On March 11, 2024, the company entered into a Terms Agreement with J.P. Morgan Securities LLC, Mizuho Securities USA LLC, PNC Capital Markets LLC and U.S. Bancorp Investments, Inc., as representatives of the underwriters, for the sale of $650,000,000 aggregate principal amount of its 5.350% Notes due 2034. The offering was made under the company's Form S-3 registration statement (File No. 333-268084), and the sale closed on March 14, 2024. The Notes were issued under a November 14, 2000 Indenture with The Bank of New York Mellon, as successor trustee. NiSource intends to use the aggregate net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness. The filing attaches the form of the Notes (Exhibit 4.1) and a legal opinion from McGuireWoods LLP (Exhibit 5.1), with the consent included in Exhibit 5.1. For investors, the filing is a routine capital-markets disclosure that adds $650 million of fixed-rate senior notes maturing in 2034 to the company's debt. The filing does not disclose earnings, operating results or other financial performance data.

Mar 14, 2024
8-K

NiSource 8-K Report, Material Agreement (Feb 22, 2024)

On February 22, 2024, NiSource Inc. entered into eight separate equity distribution agreements with a group of sales agents and forward purchasers to establish an at-the-market (ATM) equity offering program. The program allows NiSource to offer and sell shares of its common stock with an aggregate gross sales price of up to $900,000,000 through December 31, 2025, from time to time, at the company's discretion. The shares are being issued under an automatic shelf registration statement filed November 1, 2022, supplemented by a prospectus supplement dated February 22, 2024. The program can be used directly through the agents or through forward sale agreements under Master Forward Sale Confirmations with affiliated forward purchasers. Under forward sales, the company initially receives no proceeds from borrowed shares sold by a forward seller; proceeds would come only upon future physical settlement, and the company may instead elect cash or net share settlement, which could result in no proceeds or an obligation to deliver cash or shares. Agents receive commissions of up to 2% of sales prices, and forward sellers receive commissions of up to 2% through a reduced initial forward sale price. Per the accompanying press release, NiSource intends to use any net proceeds for general corporate purposes, including financing capital expenditures, working capital and repaying existing indebtedness. Investors should note that the company has no obligation to sell any shares, and actual sales will depend on market conditions, the trading price of the common stock and the company's funding determinations.

Feb 22, 2024
8-K

NiSource 8-K Report, Financial Results (Feb 21, 2024)

NiSource Inc. (NYSE: NI) reported full-year 2023 GAAP net income available to common shareholders of $661.7 million, or $1.48 per diluted share, compared with $749.0 million, or $1.70 per diluted share, in 2022. On a non-GAAP basis, net operating earnings available to common shareholders (NOEPS) were $716.3 million, or $1.60 per diluted share, up from $648.2 million, or $1.47, in 2022. The company said 2023 non-GAAP NOEPS reached the top end of its guidance range. Management raised its 2024 non-GAAP NOEPS guidance to $1.70-1.74 from $1.68-1.72 and reaffirmed expected annual non-GAAP NOEPS growth of 6-8% for 2023-2028. It tied this outlook to a 5-year $16 billion base capital expenditure plan, which it said drives annual rate base growth of 8-10% over 2023-2028, with core business rate base growth in select years possibly exceeding that range. The company also said it successfully closed the NIPSCO minority interest transaction in December 2023, which it described as strengthening and adding flexibility to the balance sheet. For the fourth quarter of 2023, GAAP net income available to common shareholders was $225.6 million, or $0.50 per diluted share, versus $230.8 million, or $0.52, in the fourth quarter of 2022. Non-GAAP net operating earnings for the quarter were $239.3 million, or $0.53 per diluted share, compared with $221.0 million, or $0.50. The filing furnishes the results in a press release (Exhibit 99.1) dated February 21, 2024.

Feb 21, 2024
10-K

NiSource Annual Report, Year Ended Dec 31, 2023

NiSource Inc. reported 2023 operating revenues of $5,505.4 million, down from $5,850.6 million in 2022, while operating income rose to $1,295.5 million from $1,265.8 million. Net income attributable to NiSource was $714.3 million, and net income available to common shareholders was $661.7 million, or $1.59 basic and $1.48 diluted EPS, compared with $1.84 and $1.70 in 2022. The decline in common earnings was attributed mainly to lower revenue from weather, the 2022 insurance settlement related to the Greater Lawrence Incident not recurring, and higher interest expense. Gas Distribution Operations and Electric Operations contributed operating income of $901.9 million and $378.7 million, respectively. The defining event of the year was the December 31, 2023 closing of the NIPSCO Minority Interest Transaction, in which Blackstone's affiliate contributed $2.16 billion in cash for a 19.9% interest in NIPSCO Holdings II. Operating cash flow rose to $1,935.1 million, and cash and cash equivalents ended the year at $2,245.4 million. Management expects capital investments of approximately $16.0 billion over 2024-2028, and total consolidated indebtedness was $14,127.9 million at year end. Key risks highlighted include the pace of the electric generation transition, including coal retirements by 2025 and 2028 and renewable project delays tied to solar supply chain issues, along with regulatory outcomes, cybersecurity, and rising borrowing costs. The company reported a debt-to-capitalization ratio of 58.2% against a 70% revolving credit facility covenant, and its credit ratings were BBB+ (S&P), Baa2 (Moody's), and BBB (Fitch), all stable.

Feb 21, 2024
8-K

NiSource 8-K Report, Executive Changes (Feb 20, 2024)

NiSource Inc. filed this Current Report on Form 8-K, dated February 20, 2024 (event date February 19, 2024), to disclose an executive officer departure. The filing reports that Donald Brown informed the Company on February 19, 2024 that he will leave his position as Executive Vice President and Chief Innovation Officer, effective on or before May 1, 2024 (the Separation Date). The report contains no financial results, operating metrics, guidance, or dollar figures. Its only substantive disclosure is the leadership change, which is reported under Item 5.02 (Departure of Directors or Certain Officers). The Company states it will file subsequent disclosure once the terms of the separation are finalized, so details such as severance or compensation arrangements are not yet available in this filing. For investors, the event is a routine executive transition with no stated financial impact. The key items to monitor are the follow-up 8-K on separation terms and any announcement of a successor or reassignment of the innovation function.

Feb 20, 2024
8-K

NiSource 8-K Report, Corporate Update (Feb 9, 2024)

NiSource Inc. filed a Form 8-K on February 9, 2024 under Item 8.01 (Other Events) to announce that it will redeem all outstanding shares of its 6.50% Series B Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock and its Series B-1 Preferred Stock, along with the corresponding depositary shares, on March 15, 2024 (the Redemption Date). The redemption details are set out in a news release attached as Exhibit 99.1, which is incorporated by reference. The depositary shares (NYSE: NI PR B), of which 20,000,000 are outstanding, each represent a 1/1,000th interest in one share of Series B Preferred Stock and one share of Series B-1 Preferred Stock. They will be redeemed at $25.00001 per depositary share. This price does not include accumulated and unpaid dividends. Previously declared dividends of $0.40625 per depositary share for the period from December 15, 2023 to March 15, 2024 will be paid separately on March 15, 2024 to holders of record on February 23, 2024. Dividends stop accumulating on the Redemption Date. For investors, the filing is a notice of a capital-structure action: preferred holders will receive the redemption price plus the final quarterly dividend, and the depositary shares will be retired through DTC, with Computershare Trust Company, N.A. acting as redemption agent. The filing also describes NiSource as one of the largest fully-regulated utilities in the United States, serving approximately 3.3 million natural gas customers and 486,000 electric customers across six states through its Columbia Gas and NIPSCO brands.

Feb 9, 2024
8-K

NiSource 8-K Report, Executive Changes (Jan 26, 2024)

On January 25, 2024, the independent members of NiSource Inc.'s Board, acting on the recommendation of the Compensation and Human Capital Committee, approved a total target direct compensation amount of $10.645 million for Lloyd Yates, President and Chief Executive Officer. The package raises his salary from $1.05 million to $1.15 million, increases his target short-term incentive opportunity from 115% to 130%, and increases his target long-term incentive opportunity from $5.0 million to $8.0 million. The filing states that the short-term incentive and a portion of the long-term incentive are subject to performance criteria, including financial, operational excellence, safety and other metrics. The Committee cited Mr. Yates's transformative leadership since his appointment and alignment with the market for the company's peer group. Separately, on January 24, 2024, the Committee granted Shawn Anderson, Executive Vice President and Chief Financial Officer, a one-time award valued at $2 million on the grant date, consisting of 79,428 restricted stock units. The filing states that the award vests 33% on January 24, 2025, 33% on January 24, 2026 and 34% on January 24, 2027, and also vests in connection with certain separations from service. The filing attaches forms of award agreements for the CEO's long-term incentive awards (Exhibits 10.1 and 10.2) and for Mr. Anderson's restricted stock unit award (Exhibit 10.3).

Jan 26, 2024
8-K

NiSource 8-K Report, Material Agreement (Jan 2, 2024)

NiSource Inc. reported on Form 8-K that it closed on December 31, 2023 the issuance of a 19.9% indirect equity interest in its wholly-owned subsidiary Northern Indiana Public Service Company LLC (NIPSCO) to BIP BLUE BUYER L.L.C., an affiliate of Blackstone Infrastructure Partners. The investor paid $2,161,940,000 in cash as a capital contribution into NIPSCO Holdings II LLC, and NiSource retains an 80.1% controlling indirect equity interest in NIPSCO. Under the Amended and Restated LLC Agreement entered into at closing, the investor will provide up to $250,000,000 in additional capital contributions over three years, backed by an Equity Commitment Letter from an affiliate. The investor may appoint two of seven Board directors while it holds at least a 17.5% Percentage Interest, and the agreement includes investor approval rights over certain major actions, along with exit rights and transfer provisions. According to the press release furnished as Exhibit 99.1, NiSource intends to use the capital to support NIPSCO's growth, strengthen its balance sheet, and fund capital needs tied to the renewable generation transition, and it reaffirmed its consolidated credit, earnings and growth commitments through 2028.

Jan 2, 2024