8-KRegulation FDOther EventsExhibits & Filings

Targa Resources Corp. 8-K Report, Regulation FD Disclosure (Feb 25, 2025)

Filed February 25, 2025For Securities:TRGP

Summary

Targa Resources Corp. (TRGP) announced on February 24, 2025, the pricing of a significant $2.0 billion senior notes offering. This offering is split equally between $1.0 billion of 5.550% Senior Notes due 2035 and $1.0 billion of 6.125% Senior Notes due 2055. The company intends to use a substantial portion of the net proceeds, approximately $1.8 billion, to fund the repurchase of all outstanding preferred equity in Targa Badlands LLC, which holds its North Dakota assets. This strategic move aims to consolidate ownership of its North Dakota operations, with the transaction expected to close in the first quarter of 2025. The remaining proceeds from the offering will be allocated for general corporate purposes, including repaying borrowings under its commercial paper program and potentially other indebtedness or capital expenditures if the Badlands transaction does not close. The notes are guaranteed by certain subsidiary guarantors on a senior unsecured basis. This offering and the associated debt issuance represent a key financing event for Targa Resources, enabling strategic asset consolidation and providing financial flexibility.

Key Highlights

  • 1Targa Resources priced a $2.0 billion senior notes offering on February 24, 2025.
  • 2The offering consists of $1.0 billion of 5.550% Senior Notes due 2035 and $1.0 billion of 6.125% Senior Notes due 2055.
  • 3A significant portion of the proceeds ($1.8 billion) will be used to acquire full ownership of Targa Badlands LLC, consolidating North Dakota assets.
  • 4The repurchase of Targa Badlands LLC preferred equity is expected to close in Q1 2025.
  • 5The senior notes are guaranteed by certain subsidiary guarantors on a senior unsecured basis.
  • 6Remaining net proceeds will fund general corporate purposes, including commercial paper repayment, with alternative uses if the Badlands transaction does not close.
  • 7The company may redeem the notes at its discretion prior to maturity.

Frequently Asked Questions

The primary intended use of approximately $1.8 billion of the net proceeds is to fund the repurchase of all outstanding preferred equity in Targa Badlands LLC, the entity holding Targa Resources' North Dakota assets. This will result in the company owning 100% of its North Dakota operations.

Targa Resources is issuing two tranches of senior notes: $1.0 billion of 5.550% Senior Notes due August 15, 2035, and $1.0 billion of 6.125% Senior Notes due May 15, 2055. Interest payments will be semi-annual.

If the Badlands Transaction is not completed, Targa Resources expects to use the net proceeds from the offering for general corporate purposes. This includes repaying borrowings under its unsecured commercial paper note program, repaying other indebtedness, funding capital expenditures, and for additions to working capital and investments in its subsidiaries.

Yes, the senior notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by certain of Targa Resources' subsidiary guarantors.