Summary of Recent Developments
On June 18, 2025, Southwest Gas Holdings, Inc. (NYSE: SWX) announced the successful closing of its underwritten secondary public offering concerning Centuri Holdings, Inc. (NYSE: CTRI) common stock. This strategic move involved the sale of 11,212,500 existing shares at a public offering price of $20.75 per share, accumulating substantial capital for the company.
Details of the Offering
The secondary offering allowed Southwest Gas Holdings to unload significant shares, aided by underwriters who fully exercised their option to purchase an additional 1,462,500 shares to cover over-allotments. With this offering, Southwest Gas Holdings anticipates net proceeds of approximately $225 million after accounting for discounts and commissions accrued during the transaction. This liquidity boost will primarily be utilized to pay down existing debts, contributing to the firm's financial stability.
In conjunction with this public offering, the company has entered an agreement for a concurrent private placement of 1,060,240 shares of Centuri's common stock with investment entities linked to Carl Icahn. This portion of the offering remains subject to certain customary conditions, including satisfaction of the Hart-Scott-Rodino Antitrust Improvements Act requirements. If not closed by July 9, 2025, the private placement is set to terminate.
Future Ownership Dynamics
Post-offering, Southwest Gas Holdings retains approximately 53.3% ownership of Centuri's outstanding common stock. Should the private placement successfully conclude, ownership would adjust slightly to about 52.1%. This arrangement aligns with Southwest Gas Holdings' goal to maintain significant influence over Centuri Holdings while capitalizing on liquidity opportunities in the market.
Roles of Financial Institutions
The role of various investment banking entities has been pivotal in executing this offering. J.P. Morgan and Wells Fargo acted as the joint lead book-running managers. Meanwhile, other financial institutions including BofA Securities and Mizuho served as additional managers, facilitating a structured and efficient transaction process.
Looking Ahead
The successful completion of this offering underscores the financial acumen of Southwest Gas Holdings as it explores pathways to reduce corporate debt while maintaining ownership in a promising subsidiary like Centuri Holdings. The anticipation surrounding the potential private placement signifies ongoing confidence in Centuri as a key player in utility infrastructure services throughout North America.
As the company navigates these developments, stakeholders will closely monitor the implications of this offering on its broader operational strategy and financial health.
About the Companies
- - Southwest Gas Holdings, Inc.: Through its operating subsidiary Southwest Gas Corporation, this organization is dedicated to providing essential natural gas services across Arizona, Nevada, and California, while striving for sustainable energy practices.
- - Centuri Holdings, Inc.: This strategic infrastructure services company partners with regulated utilities to build and maintain energy networks critical to powering homes and businesses across the United States and Canada.