0001104659-23-098685.txt : 20230906 0001104659-23-098685.hdr.sgml : 20230906 20230906170330 ACCESSION NUMBER: 0001104659-23-098685 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230906 DATE AS OF CHANGE: 20230906 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BLACK HILLS CORP /SD/ CENTRAL INDEX KEY: 0001130464 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 460458824 STATE OF INCORPORATION: SD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-272739 FILM NUMBER: 231239971 BUSINESS ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID CITY STATE: SD ZIP: 57709 BUSINESS PHONE: 6057212343 MAIL ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID STATE: SD ZIP: 57709 FORMER COMPANY: FORMER CONFORMED NAME: BLACK HILLS HOLDING CORP DATE OF NAME CHANGE: 20001222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BLACK HILLS CORP /SD/ CENTRAL INDEX KEY: 0001130464 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 460458824 STATE OF INCORPORATION: SD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID CITY STATE: SD ZIP: 57709 BUSINESS PHONE: 6057212343 MAIL ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID STATE: SD ZIP: 57709 FORMER COMPANY: FORMER CONFORMED NAME: BLACK HILLS HOLDING CORP DATE OF NAME CHANGE: 20001222 FWP 1 tm2322836d4_fwp.htm FWP

 

Filed Pursuant to Rule 433
Registration No. 333-272739

 

Pricing Term Sheet
September 6, 2023

 

Black Hills Corporation

 

This communication should be read in conjunction with the preliminary prospectus supplement dated September 6, 2023 and the accompanying base prospectus. The information in this communication supersedes the information in the preliminary prospectus supplement and the accompanying base prospectus to the extent inconsistent with the information in the preliminary prospectus supplement and the accompanying base prospectus. In all other respects, this communication is qualified in its entirety by reference to the preliminary prospectus supplement and the accompanying base prospectus.

 

$450,000,000 6.150% Notes due 2034

 

Issuer: Black Hills Corporation
   
Expected ratings (outlook)*: Baa2 / BBB+ / BBB+ (stable / stable / stable)
   
Title of securities: 6.150% Notes due 2034
   
Ranking: Senior Unsecured
   
Aggregate principal amount offered: $450,000,000
   
Trade date: September 6, 2023
   
Settlement date (T+7)**: September 15, 2023
   
Interest payment dates: May 15 and November 15 of each year, commencing May 15, 2024
   
Record dates: May 1 and November 1 of each year
   
Stated maturity date: May 15, 2034
   
Initial price to public: 99.225 % of principal amount
   
Annual interest rate: 6.150% per annum
   
Benchmark Treasury: 3.875% due August 15, 2033
   
Benchmark Treasury Price / Yield: 96-19+ / 4.298%
   
Spread to Benchmark Treasury: +195 bps
   
Yield to maturity: 6.248%
   
Optional Redemption:  
   
Make-whole call: Callable at the greater of par and the make-whole (Treasury Rate plus 30 bps) at any time before February 15, 2034, as described under the heading

 

 

 

 

  “Description of the Notes—Optional Redemption” in the preliminary prospectus supplement.
   
Par call: Callable at par at any time on or after February 15, 2034, as described under the heading “Description of the Notes—Optional Redemption” in the preliminary prospectus supplement.
   
CUSIP / ISIN: 092113 AW9 / US092113AW94
   
Joint Book-Running Managers:

MUFG Securities Americas Inc.

Scotia Capital (USA) Inc.

Mizuho Securities USA LLC

RBC Capital Markets, LLC

   
Co-Managers:

BMO Capital Markets Corp.
BofA Securities, Inc.

U.S. Bancorp Investments, Inc.

Wells Fargo Securities, LLC

 

 

 

* These securities ratings have been provided by Moody’s, S&P and Fitch, respectively. None of these ratings is a recommendation to buy, sell or hold these securities. Each rating may be subject to revision or withdrawal at any time, and should be evaluated independently of any other rating.

 

** It is expected that delivery of the notes will be made against payment thereof on or about September 15, 2023, which will be the seventh business day following the date of the pricing of the notes (such settlement being referred to as “T+7”). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market are generally required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the second business day before the settlement date will be required, by virtue of the fact that the notes will initially settle in T+7, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement.

 

The issuer has filed a registration statement (including a prospectus and related preliminary prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and preliminary prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling MUFG Securities Americas Inc., toll free at 1-877-649-6848 or Scotia Capital (USA) Inc. toll free at 1-800-372-3930.

 

ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.

 

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