M&A: Northwest Natural Holding Co

Form Type: 8-K

Filing Date: 2025-01-08

Corporate Action: Acquisition

Type: New

Accession Number: 000173399825000004

Comments: On January 7, 2025, Northwest Natural Holding Company (NW Holdings) acquired all membership interests of SiEnergy Operating, LLC, a Delaware limited liability company, from SiEnergy Capital Partners, LLC for approximately $271.1 million in cash and an assumption of approximately $156.1 million of debt. The acquisition was financed through a $273 million senior unsecured term loan (Acquisition Bridge Facility) arranged with JPMorgan Chase Bank, N.A., due on January 6, 2026. The loan's proceeds were allocated for the SiEnergy acquisition and general corporate purposes. As part of this deal, NW Holdings must maintain credit ratings with Standard & Poor’s and Moody’s. The acquisition also involved an Amended Credit Agreement with SiEnergy’s subsidiaries that provides access to multiple credit facilities totaling $200 million, which will be drawn for general corporate uses. As of the acquisition date, NW Holdings was compliant with all financial covenants stipulated in the credit agreements. A press release announcing the acquisition was issued on January 7, 2025.

Document Link: View Document

Additional details:

Si Facility Amount: 273000000


Si Acquisition Price: 271100000


Si Assumed Debt: 156100000


Credit Facility Maturity: 2026-12-22