Atmos Energy Corporation Announces Public Offering of $650 Million of Shares of Common Stock
November 28 2018 - 4:06PM
Business Wire
Atmos Energy Corporation (NYSE: ATO) announced today that it
plans to make a public offering of $650 million of shares of its
common stock. Of the $650 million of shares of Atmos Energy common
stock being offered, Atmos Energy expects to sell approximately
$500 million of shares to the underwriters in the offering, and the
forward counterparties (as defined below) expect to borrow and sell
to such underwriters approximately $150 million of shares in
connection with the forward sale agreements described below. In
conjunction with the offering, Atmos Energy intends to grant to the
underwriters an option to purchase up to $97.5 million of
additional shares of Atmos Energy’s common stock either directly
from Atmos Energy or from the forward counterparties described
below, at Atmos Energy’s election.
Goldman Sachs & Co. LLC, BofA Merrill Lynch, and Wells Fargo
Securities are acting as underwriters for the offering and propose
to offer the shares of common stock from time to time for sale in
one or more transactions on the New York Stock Exchange, in the
over-the-counter market, through negotiated transactions or
otherwise at market prices prevailing at the time of sale, at
prices related to prevailing market prices or at negotiated
prices.
In connection with the offering, Atmos Energy intends to enter
into forward sale agreements with each of Goldman Sachs & Co.
LLC and Bank of America N.A., referred to in such capacity as the
forward counterparties, pursuant to which Atmos Energy will agree
to sell to the forward counterparties or their respective
affiliates (subject to its right to elect net share or cash
settlement of such forward sale agreement) approximately $150
million of shares of common stock in this offering, less the
underwriting discounts and commissions and subject to certain
adjustments.
Atmos Energy intends to use the net proceeds from this offering,
together with any net proceeds received upon the settlement of the
forward sale agreements, to repay short-term debt under its
commercial paper program, to fund capital spending primarily to
enhance the safety and reliability of its system and for general
corporate purposes.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities in any jurisdiction
to any person to whom it is unlawful to make an offer, solicitation
or sale in such jurisdiction. The public offering is being made
pursuant to an effective shelf registration statement that has been
filed with the Securities and Exchange Commission, or SEC. A
preliminary prospectus supplement related to the offering will be
filed with the SEC and will be available on the SEC’s website at
http://www.sec.gov. In addition,
copies of the prospectus and preliminary prospectus supplement
relating to the shares of common stock offered in the offering may
be obtained when available by contacting any of the following
underwriters:
Goldman Sachs & Co. LLCAttention:
Prospectus Department200 West StreetNew York, NY 10282Telephone:
1-866-471-2526Email: prospectus-ny@ny.email.gs.com
BofA Merrill LynchAttention: Prospectus
DepartmentNC1-004-03-43200 North College Street3rd FloorCharlotte,
North Carolina 28255-0001Telephone:
1-800-294-1322Email: dg.prospectus_requests@baml.com
Wells Fargo SecuritiesAttention: Equity
Syndicate Department375 Park AvenueNew York, NY 10152Telephone:
(800) 326-5897Email: cmclientsupport@wellsfargo.com
Forward-Looking Statements
The matters discussed in this news release may contain
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. All statements other than statements of
historical fact included in this news release are forward-looking
statements made in good faith by the company and are intended to
qualify for the safe harbor from liability established by the
Private Securities Litigation Reform Act of 1995. When used in this
news release or in any of the company's other documents or oral
presentations, the words “anticipate,” “believe,” “estimate,”
“expect,” “forecast,” “goal,” “intend,” “objective,” “plan,”
“projection,” “seek,” “strategy” or similar words are intended to
identify forward-looking statements. Such forward-looking
statements are subject to risks and uncertainties that could cause
actual results to differ materially from those discussed in this
news release, including the risks and uncertainties relating to
regulatory trends and decisions, the company's ability to continue
to access the credit and capital markets and the other factors
discussed in the company's reports filed with the Securities and
Exchange Commission. These factors include the risks and
uncertainties discussed in Item 1A of the company’s Annual Report
on Form 10-K for the fiscal year ended September 30, 2018 and
in subsequent filings with the Securities and Exchange Commission.
Although the company believes these forward-looking statements to
be reasonable, there can be no assurance that they will approximate
actual experience or that the expectations derived from them will
be realized. The company undertakes no obligation to update or
revise forward-looking statements, whether as a result of new
information, future events or otherwise.
About Atmos Energy
Atmos Energy Corporation, headquartered in Dallas, is the
country's largest fully-regulated, natural-gas-only distributor,
serving over three million natural gas distribution customers in
over 1,400 communities in eight states from the Blue Ridge
Mountains in the East to the Rocky Mountains in the West. Atmos
Energy also manages company-owned natural gas pipeline and storage
assets, including one of the largest intrastate natural gas
pipeline systems in Texas.
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Analysts and Media Contact:Jennifer Hills
(972) 855-3729
Atmos Energy (NYSE:ATO)
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