South Jersey Industries starts two-pronged tender offer

Chicago, Sept. 6 – South Jersey Industries, Inc. is conducting a tender offer aimed at two different securities, according to a press release and a tender offer document.

The company is offering to buy any and all of its outstanding corporate units and its 2021 series B 1.65% remarketable junior subordinated notes due 2029 (Cusip: 838518AB4).

The corporate units consist of a purchase contract to purchase shares of common stock and a 5% undivided beneficial ownership in a $1,000 principal amount of the series B notes.

There are also separate, standalone junior subordinated notes, of which there are $173,149,000 outstanding.

The company is offering $69.00 per corporate unit (stated amount of $50 per unit), with a $1.50 early tender premium.

The total consideration for each $1,000 note is $975, with a $30 early tender premium. Accrued interest will also be paid to the settlement date.

The tender offer is loosely related to the acquisition of South Jersey Industries by Infrastructure Investments Fund on Feb. 1.

The early tender deadline is 5 p.m. ET on Sept. 18, also the withdrawal deadline.

The tender offer will expire at 5 p.m. ET on Oct. 3.

The offer started Sept. 5.

Settlement is expected on Oct. 5.

There is a condition whereby the company needs to consummate a $300 million term loan with BofA Securities, Inc. and TD Securities (USA) LLC.

BofA Securities is the dealer manager (for the notes: 888 292-0070, 980 387-5602, debt_advisory@bofa.com; for the corporate units: 888 803-9655).

D.F. King & Co., Inc. is the information and tender agent for the offer (866 864-7964, 212 269-5550, sji@dfking.com).

Folsom, N.J.-based South Jersey is a publicly held energy services holding company for a natural gas utility and other non-regulated companies.

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