CHARLOTTE, N.C., Jan. 29, 2013 /PRNewswire/ -- Piedmont
Natural Gas (NYSE: PNY) announced today that it has priced a public
offering of 4,000,000 shares of its common stock at $32.00 per share. Of the 4,000,000 shares
of Piedmont common stock being offered, Piedmont is selling 3,000,000 shares to the
underwriters in the offering, and the forward counterparty (as
defined below) is borrowing and selling to such underwriters
1,000,000 shares in connection with the forward sale agreement
described below.
Piedmont has granted the
underwriters an option to purchase up to 600,000 additional shares
of Piedmont's common stock for a period of 30 days following
pricing of the offering either directly from Piedmont or from the forward counterparty, at
Piedmont's election.
In connection with the offering, Piedmont has entered into a forward sale
agreement with Morgan Stanley, referred to in such capacity as the
forward counterparty, pursuant to which Piedmont has agreed to sell to the forward
counterparty (subject to its right to elect net share or cash
settlement of such forward sale agreement) 1,000,000 shares of
Piedmont's common stock, at a price per share equal to the public
offering price of Piedmont's
shares of common stock in this offering, less the underwriting
discounts and commissions and subject to certain adjustments.
Piedmont intends to use any net
proceeds that it receives from the offering and upon settlement of
the forward sale agreement described above to finance capital
expenditures, repay outstanding short-term, unsecured notes under
its commercial paper program and for other general corporate
purposes.
Morgan Stanley, J.P. Morgan and Wells Fargo Securities are the
joint book-running managers for the offering. The co-managers are
BB&T Capital Markets and RBC Capital Markets.
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. Copies
of the prospectus and prospectus supplement relating to the shares
of common stock offered in the offering may be obtained by
contacting Morgan Stanley & Co. LLC (Attention: Prospectus
Department) at 180 Varick Street, Second Floor, New York, New York 10014 or by telephone at
(866) 718-1649 or by email at prospectus@morganstanley.com; J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, New
York 11717 or by telephone at 866-803-9204; or Wells Fargo
Securities, LLC (Attention: Equity Syndicate Department) at 375
Park Avenue, New York, New York
10152 or by telephone at 800-326-5897 or by email at
cmclientsupport@wellsfargo.com.
Forward-Looking Statement
This press release contains
forward-looking statements. These statements are based on
management's current expectations from information currently
available and are believed to be reasonable and are made in good
faith. However, the forward-looking statements are subject to
future events, risks, uncertainties and other factors that could
cause actual results to differ materially from those projected in
the statements. Factors that may make the actual results differ
from anticipated results include, but are not limited to, weather
conditions, rate of customer growth, the cost and availability of
natural gas, competition from other energy providers, new
legislation and regulations and application of existing laws and
regulations, economic and capital market conditions, the cost and
availability of labor and materials and other uncertainties, all of
which are difficult to predict and some of which are beyond our
control. For these reasons, you should not place undue reliance on
these forward-looking statements when making investment decisions.
The words "expect," "believe," "project," "anticipate," "intend,"
"should," "could," "assume," "can," "estimate,"
"forecast," "future," "indicate," "outlook," "plan," "predict,"
"seek," "target," "would," and variations of such words and similar
expressions are intended to identify forward-looking statements.
Forward-looking statements are based on information available to us
as of the date they are made and we do not undertake any obligation
to update publicly any forward-looking statement, either as a
result of new information, future events or otherwise. More
information about the risks and uncertainties relating to these
forward-looking statements may be found in Piedmont's latest Form 10-K, which is
available on the SEC's website at http://www.sec.gov/.
About Piedmont Natural Gas
Piedmont Natural Gas is an
energy services company primarily engaged in the distribution of
natural gas to more than one million residential, commercial,
industrial and power generation utility customers in portions of
North Carolina, South Carolina and Tennessee, including 51,600 customers served
by municipalities who are wholesale customers. Our subsidiaries are
invested in joint venture, energy-related businesses, including
unregulated retail natural gas marketing, and regulated interstate
natural gas transportation and storage and intrastate natural gas
transportation businesses. More information about Piedmont Natural
Gas is available on the Internet at http://www.piedmontng.com.
SOURCE Piedmont Natural Gas