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Financing
9 Months Ended
Jun. 30, 2021
Debt Disclosure [Abstract]  
Financing

5. FINANCING

Short-term

Spire, Spire Missouri and Spire Alabama have a syndicated revolving credit facility pursuant to a loan agreement with 11 banks, expiring October 31, 2023. The loan agreement has an aggregate credit commitment of $975.0, including sublimits of $300.0 for Spire, $475.0 for Spire Missouri, and $200.0 for Spire Alabama. These sublimits may be reallocated from time to time among the three borrowers within the $975.0 aggregate commitment, with commitments fees applied for each borrower relative to its credit rating. Spire may use its line to provide for the funding needs of various subsidiaries. The agreement also contains financial covenants limiting each borrower’s consolidated total debt, including short-term debt, to no more than 70% of its total capitalization. As defined in the line of credit, on June 30, 2021, total debt was less than 60% of total capitalization for each borrower.

Spire has a commercial paper program (“CP Program”) pursuant to which Spire may issue short-term, unsecured commercial paper notes. Amounts available under the CP Program may be borrowed, repaid and re-borrowed from time to time, with the aggregate face or principal amount of the notes outstanding under the CP Program at any time not to exceed $975.0. The notes may have maturities of up to 365 days from date of issue.

On March 26, 2020, Spire entered into a loan agreement with two banks providing for a term loan of $150.0, which was immediately fully funded. It was repaid on December 16, 2020. The term loan bore interest at the LIBOR Rate (as defined in the loan agreement) plus 0.85% per annum.

On March 23, 2021, Spire Missouri entered into a loan agreement with several banks for a $250.0, 364-day unsecured term loan with an interest rate based on LIBOR plus 65 basis points. The loan carries no prepayment penalty and has the same covenants as the revolving credit facility.

Information about Spire’s consolidated short-term borrowings and about Spire Missouri’s and Spire Alabama’s borrowings from Spire is presented in the following table. As of June 30, 2021, all of Spire’s short-term borrowings were used to support lending to the Utilities.

 

 

Spire (Parent Only)

 

 

Spire Missouri

 

 

Spire Alabama

 

 

Spire

 

 

 

Credit

 

 

Term

 

 

CP

 

 

Credit

 

 

Term

 

 

Spire

 

 

Credit

 

 

Spire

 

 

Consol-

 

 

 

Facility

 

 

Loan

 

 

Program

 

 

Facility

 

 

Loan

 

 

Note

 

 

Facility

 

 

Note

 

 

idated

 

Nine Months Ended June 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average borrowings

 

$

 

 

$

42.3

 

 

$

500.1

 

 

$

 

 

$

90.7

 

 

$

333.1

 

 

$

 

 

$

39.7

 

 

$

633.1

 

Lowest borrowings outstanding

 

 

 

 

 

 

 

 

140.0

 

 

 

 

 

 

 

 

 

95.3

 

 

 

 

 

 

 

 

 

390.0

 

Highest borrowings outstanding

 

 

 

 

 

150.0

 

 

 

775.0

 

 

 

 

 

 

250.0

 

 

 

441.9

 

 

 

 

 

 

152.2

 

 

 

850.5

 

Weighted average interest rate

 

n/a

 

 

 

1.1

%

 

 

0.3

%

 

n/a

 

 

 

0.8

%

 

 

0.2

%

 

n/a

 

 

 

0.2

%

 

 

0.4

%

As of June 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings outstanding

 

$

 

 

$

 

 

$

211.0

 

 

$

 

 

$

250.0

 

 

$

217.5

 

 

$

 

 

$

 

 

$

461.0

 

Weighted average interest rate

 

n/a

 

 

n/a

 

 

 

0.2

%

 

n/a

 

 

 

0.7

%

 

 

0.2

%

 

n/a

 

 

n/a

 

 

 

0.5

%

As of September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings outstanding

 

$

 

 

$

150.0

 

 

$

498.0

 

 

$

 

 

$

 

 

$

301.2

 

 

$

 

 

$

121.3

 

 

$

648.0

 

Weighted average interest rate

 

n/a

 

 

 

1.1

%

 

 

0.2

%

 

n/a

 

 

n/a

 

 

 

0.2

%

 

n/a

 

 

 

0.2

%

 

 

0.6

%

As of June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings outstanding

 

$

 

 

$

150.0

 

 

$

327.6

 

 

$

 

 

$

 

 

$

218.3

 

 

$

 

 

$

85.6

 

 

$

477.6

 

Weighted average interest rate

 

n/a

 

 

 

1.2

%

 

 

0.5

%

 

n/a

 

 

n/a

 

 

 

0.5

%

 

n/a

 

 

 

0.5

%

 

 

0.9

%

 

Long-term Debt

The long-term debt agreements of Spire, Spire Missouri and Spire Alabama contain customary financial covenants and default provisions. As of June 30, 2021, there were no events of default under these financial covenants.

Interest expense shown on the statements of income is net of the capitalized interest amounts shown in the following table.

 

 

Three Months Ended

June 30,

 

 

Nine Months Ended

June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Spire

 

$

1.1

 

 

$

1.2

 

 

$

3.1

 

 

$

4.8

 

Spire Missouri

 

 

 

 

 

0.2

 

 

 

0.1

 

 

 

0.8

 

Spire Alabama

 

 

0.8

 

 

 

0.4

 

 

 

2.1

 

 

 

1.4

 

On December 15, 2020, Spire Alabama issued and sold to certain institutional investors in a private placement $150.0 of 2.04% Series 2020 Senior Notes due December 15, 2030. Interest is payable semi-annually. The notes are senior unsecured obligations of Spire Alabama and rank equal in right to payment with all its other senior unsecured indebtedness. Spire Alabama used the proceeds to repay short-term debt.

In February 2021, Spire issued $175.0 of 2021 Series A 0.75% Remarketable Senior Notes as part of the equity units described in the next section.

On May 20, 2021, pursuant to its registration statement on Form S-3 filed with the SEC, Spire Missouri issued $305.0 of 3.30% first mortgage bonds due June 1, 2051, secured equally with all its other first mortgage bonds. Interest is payable semi-annually. Spire Missouri used the proceeds to redeem $55.0 principal amount of 3.00% first mortgage bonds due March 15, 2023, and to repay short-term debt.

Equity Units

In February 2021, Spire issued 3.5 million equity units, initially in the form of Corporate Units, for an aggregate stated amount of $175.0, resulting in net proceeds (after underwriting fees and other issuance costs) of $169.3. Each “Corporate Unit” has a stated amount of fifty dollars and consists of (i) a stock purchase contract and (ii) a 1/20, or 5%, undivided beneficial ownership interest in one thousand dollars principal amount of Spire’s 2021 Series A 0.75% Remarketable Senior Notes due March 1, 2026 (RSNs). The RSNs are pledged as collateral to secure the holder’s obligation under the related stock purchase contracts. Each stock purchase contract obligates the holder to purchase, and Spire to issue and deliver, on March 1, 2024, for a price of fifty dollars in cash, a variable number of shares of its common stock as follows (subject to anti-dilution adjustments).

If the applicable market value* per share

of Spire common stock is:

 

Number of shares to be purchased per stock purchase contract is:

Equal to or greater than $78.6906 (“threshold appreciation price”)

 

0.6354 (“minimum settlement rate”)

Less than $78.6906, but greater than $64.24

 

$50.00 ÷ applicable market value*

Less than or equal to $64.24 (“reference price”)

 

0.7783 (“maximum settlement rate”)

*Based on the volume-weighted average price of Spire common stock during the 20 trading days before settlement.

If a holder elects to settle purchase contracts early, the holder would pay fifty dollars per unit and receive 0.6354 shares per unit.

The Company makes quarterly interest payments on the RSNs at the rate of 0.75% per year and quarterly contract adjustment payments on the stock purchase contracts at the rate of 6.75%. The RSNs and the contract adjustment payments are structurally subordinated to all liabilities of Spire’s subsidiaries.

At issuance, the Company recorded the $35.0 present value of the stock purchase contract payments as a liability (reflected in “Other” current and noncurrent liabilities on the balance sheet) offset by a charge to additional paid-in capital in equity. This noncash financing activity has been excluded from the statement of cash flows. Interest payments on the RSNs are recorded as interest expense and stock purchase contract payments are charged against the liability. Accretion of the stock purchase contract liability is recorded as imputed interest expense. In calculating diluted EPS, the Company applies the treasury stock method to the Corporate Units. These securities have not had an effect on diluted EPS.

In order to secure funds necessary for the holders to pay the purchase price of the common stock on the purchase contract settlement date, the remarketing agent will remarket the RSNs on behalf of the current holders to new third-party investors. Following any successful remarketing of the RSNs, the interest rate on the RSNs will be reset, interest will be payable on a semi-annual basis, and Spire will cease to have the option to redeem the RSNs, other than in connection with the occurrence or continuance of certain special events.