Southwest Gas Holdings Concludes Successful Secondary Public Offering of Centuri Holdings Stock

Southwest Gas Holdings Closes Secondary Public Offering of Centuri Holdings, Inc.

On May 22, 2025, Southwest Gas Holdings, Inc. (NYSE: SWX), through its selling stockholder role, announced the successful closure of its underwritten secondary public offering of Centuri Holdings, Inc. (NYSE CTRI) common stock. This landmark event reflects the company's strong commitment to optimizing its capital structure and reinforcing its position in the utility infrastructure sector.

The offering involved the sale of 10,350,000 existing shares of Centuri's common stock at an impressive public offering price of $17.50 per share. This figure includes the underwriters' complete exercise of their option to purchase an additional 1,350,000 shares to cover any potential over-allotments. As a result of this offering, Southwest Gas Holdings secured approximately $175 million in net proceeds, which will significantly aid the company in repaying outstanding debts.

In conjunction with this public offering, investment entities associated with influential investor Carl C. Icahn purchased an additional 2,857,142 shares of Centuri's common stocks during a concurrent private placement at the same offering price. Notably, these transactions were not registered under the Securities Act of 1933, signifying a distinct approach towards raising capital while maintaining regulatory standards.

Southwest Gas Holdings continues to own around 65.9% of the total outstanding shares of Centuri after this transaction, securing its majority status. This arrangement not only showcases the company's dedication to effective capital management but also underscores its pathway toward innovation within the utility sector.

The financial stability acquired through this offering is pivotal. It enables Southwest Gas Holdings to further invest in its community-driven projects and expand its utility services across Arizona, Nevada, and California. The company prides itself on delivering safe, reliable service while being committed to sustainable practices within its operations.

In handling this offering, a host of reputable financial institutions participated as managers. J.P. Morgan, UBS Investment Bank, and Wells Fargo Securities served as joint lead book-running managers, while other firms like BofA Securities and Moelis & Company undertook key roles as book-running managers. Additional firms including Baird, KeyBanc Capital Markets, and several others acted as co-managers, presenting a collaborative financial effort towards the successful conclusion of the offering.

Prospective investors interested in understanding the details of this offering can refer to the effective shelf registration statement filed with the U.S. Securities and Exchange Commission (SEC). This document, along with the accompanying prospectus, elaborates on the structure and implications of this public offering, ensuring full transparency in investor communications.

This announcement, while centered on the closure of the secondary public offering is also part of a larger vision. It reinforces Southwest Gas Holdings' strategic approach to utilizing proceeds for debt repayment, thus enhancing its financial flexibility and stability in a competitive market.

The recent financial maneuvers align with Southwest Gas Holdings’ objective of improving shareholder value while expanding its footprint in the utility services sector. As the company embarks on its next chapter, stakeholders can anticipate a robust approach towards infrastructure development and commitment to innovation that fuels community growth.

In summary, this successful public offering is not just a financial transaction; it's a step towards transforming the future of Southwest Gas Holdings as it continues to provide vital energy services across the region while focusing on sustainable growth strategies.