#United States #Las Vegas #stock offering #Southwest Gas #Centuri Holdings

Southwest Gas Holdings Announces Pricing of Centuri Holdings' Stock Offering

On June 16, 2025, Southwest Gas Holdings, Inc. (NYSE: SWX) unveiled the pricing details of its increased secondary public offering of common stock for Centuri Holdings, Inc. (NYSE: CTRI). With great anticipation, the company disclosed that it is offering 9,750,000 shares of Centuri's common stock at a price of $20.75 per share. This marks an adjustment in the initial proposal, which outlined the sale of 9,500,000 shares. In addition, Southwest Gas Holdings has extended a 30-day option for underwriters to acquire a further 1,462,500 shares of Centuri’s common stock.

This significant offering is expected to close on June 18, 2025, contingent upon customary closing conditions. Furthermore, in conjunction with this public offering, Southwest Gas Holdings has entered into a deal to sell $22 million worth of shares to Icahn Partners and Icahn Partners Master Fund LP, investment entities connected to the prominent investor Carl C. Icahn. This private placement will occur at the same share price as the public offering.

However, it’s essential to note that this concurrent private placement relies on customary closing conditions, including the successful completion of the public offering. If the concurrent placement does not close by July 9, 2025, it will automatically be nullified. Importantly, the shares sold through this private placement won’t be registered under the Securities Act of 1933, meaning they will have restricted transferability.

The underwriting team for this offering comprises heavyweight firms: J.P. Morgan and Wells Fargo Securities serve as the joint lead book-running managers, while BofA Securities, KeyBanc Capital Markets, Mizuho Securities, Moelis & Company, TD Securities, and UBS Investment Bank are acting as book-running managers. Co-management responsibilities are held by BTIG, MUFG, Siebert Williams Shank, and Academy Securities.

The shares will be sold under an effective shelf registration statement that Centuri has filed with the U.S. Securities and Exchange Commission (SEC). Interested investors can access detailed information regarding the offering via a preliminary prospectus supplement, which Centuri plans to file with the SEC.

About Southwest Gas Holdings

Southwest Gas Holdings leads the way in natural gas distribution through its primary operating subsidiary, Southwest Gas Corporation. The esteemed company serves over 2 million customers across Arizona, Nevada, and California, striving to deliver safety and reliability while fostering sustainable energy solutions. In addition to its robust utility services, Southwest Gas Holdings holds a majority stake in Centuri Holdings, a key player in utility infrastructure services throughout North America.

About Centuri Holdings

Centuri Holdings, Inc. specializes in utility infrastructure services, collaborating with regulated utilities to build and maintain the critical energy networks powering homes and businesses across the United States and Canada.

Looking Ahead

This offering is poised to not only facilitate immediate financial benefits for Southwest Gas Holdings but also strengthen its long-term growth strategy. Stakeholders and investors alike are encouraged to stay informed as developments unfold, particularly regarding the completion of this public offering and the related transactions.

As with any investment opportunities, potential investors need to be cautious and aware of the market's complexities and inherent risks. The performance and future forecasts of Southwest Gas Holdings and Centuri Holdings remain subject to a multitude of factors that could cause actual results to deviate from projections. These factors include regulatory changes, economic conditions, and the intricacies of market dynamics.

In summary, the pricing announcement marks a pivotal moment for Southwest Gas Holdings and its affiliated entities, as they navigate the ever-evolving financial landscape, aiming to deliver consistent value and innovation to their growing customer base.