8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report

June 16, 2020

(Date of earliest event reported)

SOUTH JERSEY INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

New Jersey	1-6364	22-1901645
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1 South Jersey Plaza, Folsom, New Jersey 08037

(Address of principal executive offices, including zip code)

(609) 561-9000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock - $1.25 par value per share	SJI	New York Stock Exchange
5.625% Junior Subordinated Notes due 2079	SJIJ	New York Stock Exchange
Corporate Units	SJIU	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure

On June 16, 2020, South Jersey Industries, Inc. (the “Company”) announced the sale of shares of its common stock for aggregate gross proceeds of approximately $200 million before commissions and offering expenses under its previously announced "at-the-market" equity offering program. The sales were completed pursuant to the ATM Equity Offering Sales Agreement between the company and BofA Securities and Wells Fargo Securities, LLC, which the company previously filed with the Securities and Exchange Commission (the "SEC") on April 6, 2020. The sales exhausted the shares that were available for sale under the Sales Agreement.  The proceeds satisfy SJI’s planned equity capital raising for fiscal year 2020.

A shelf registration statement on Form S-3 relating to the common stock offered in the public offering described above was filed with the SEC on September 9, 2019 and declared effective by the SEC. The offering was made only by means of a written prospectus and prospectus supplements that form a part of the registration statement.

The press release is attached hereto as Exhibit 99. SJI does not intend for this Item 7.01 or 9.01, Exhibit 99, to be treated as “filed” under the Securities Exchange Act of 1934, as amended, or incorporated by reference into its filings under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

Exhibit Index

99 Press release dated June 16, 2020 issued by South Jersey Industries, Inc.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		SOUTH JERSEY INDUSTRIES, INC.
Dated:	June 16, 2020	By:	/s/ Cielo Hernandez
			Name: Cielo Hernandez
			Title: Senior Vice President & Chief Financial Officer

EX-99

Exhibit 99

	Media Contact:  Marissa Travaline
	(609) 561-9000 ext. 4227
	mtravaline@sjindustries.com
	Investor Contact: Dan Fidell
	(609) 561-9000 ext. 7027
	dfidell@sjindustries.com

FOR IMMEDIATE RELEASE

SJI Announces Completion of $200 Million At-The-Market Equity Offering

FOLSOM, NJ, June 16, 2020 – SJI (NYSE: SJI) today announced the sale of shares of its common stock for aggregate gross proceeds of approximately $200 million before commissions and offering expenses under its previously announced "at-the-market" equity offering program. The sales were completed pursuant to the ATM Equity Offering Sales Agreement between the company and BofA Securities and Wells Fargo Securities, LLC, which the company previously filed with the Securities and Exchange Commission (the "SEC"). The sales exhausted the shares that were available for sale under the Sales Agreement.  The proceeds satisfy SJI’s planned equity capital raising for fiscal year 2020.

A shelf registration statement on Form S-3 relating to the common stock offered in the public offering described above was filed with the SEC on September 9, 2019 and declared effective by the SEC. The offering was made only by means of a written prospectus and prospectus supplements that form a part of the registration statement. Prospectus supplements and an accompanying prospectus relating to the offering have been filed with the SEC and are available on the SEC's website at www.sec.gov.

This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of common stock, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

About SJI

SJI (NYSE: SJI), an energy services holding company based in Folsom, NJ, delivers safe, reliable, affordable natural gas service to approximately 700,000 customers in New Jersey and Maryland through its three regulated natural gas utilities - South Jersey Gas, Elizabethtown Gas and Elkton Gas. SJI’s non-utility businesses within South Jersey Energy Solutions promote efficiency, clean technology and renewable energy by providing customized wholesale commodity marketing and fuel management services. SJI Midstream houses the company’s interest in the PennEast Pipeline Project. Visit sjindustries.com for more information about SJI and its subsidiaries.

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XML

Document and Entity Information	Jun. 16, 2020
Entity Listings [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jun. 16, 2020
Entity Registrant Name	SOUTH JERSEY INDUSTRIES, INC.
Entity Incorporation, State or Country Code	NJ
Entity File Number	1-6364
Entity Tax Identification Number	22-1901645
Entity Address, Address Line One	1 South Jersey Plaza
Entity Address, City or Town	Folsom
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	08037
City Area Code	609
Local Phone Number	561-9000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000091928
Common Stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock - $1.25 par value per share
Trading Symbol	SJI
Security Exchange Name	NYSE
5.625% Junior Subordinated Notes due 2079 [Member]
Entity Listings [Line Items]
Title of 12(b) Security	5.625% Junior Subordinated Notes due 2079
Trading Symbol	SJIJ
Security Exchange Name	NYSE
Corporate Units [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Corporate Units
Trading Symbol	SJIU
Security Exchange Name	NYSE