DT Midstream Announces Pricing of Private Offering of Senior Secured Notes

Rhea-AI Summary

DT Midstream announced a $600 million offering of 4.300% Senior Secured Notes due in 2032. These Notes will be secured by a first priority lien on specific assets. The offering is expected to close on April 11, 2022, and aims to partially repay existing debt under its term loan facility, maintaining a leverage-neutral stance. The private placement will cater to qualified institutional buyers and foreign investors under exemptions from the Securities Act.

Positive

• Expected to partially repay existing debt, improving financial stability.
• Transaction aims to be leverage-neutral, indicating prudent financial management.

Negative

• Potential dilution of existing shareholders due to new debt issuance.
• Notes are being sold privately, which could limit liquidity and market access.

DETROIT, March 30, 2022 (GLOBE NEWSWIRE) -- DT Midstream, Inc. (“DT Midstream” or the “Company”) (NYSE: DTM) today announced that it has priced an offering (the “Offering”) of $600,000,000 of 4.300% Senior Secured Notes due 2032 (the “Notes”). The Notes will be issued by DT Midstream, guaranteed by certain of DT Midstream’s subsidiaries and secured by a first priority lien on certain assets of DT Midstream and its subsidiary guarantors that secure DT Midstream’s existing credit facilities. The Offering is expected to close on April 11, 2022, subject to customary closing conditions.

DT Midstream intends to use the net proceeds from the sale of the Notes to partially repay existing indebtedness under its term loan facility and expects the transaction to be leverage-neutral.

The Notes are being sold in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States under Regulation S under the Securities Act. The Notes have not been and will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About DT Midstream

DT Midstream (NYSE: DTM) is an owner, operator and developer of natural gas interstate and intrastate pipelines, storage and gathering systems, compression, treatment, and surface facilities. The Company transports clean natural gas for utilities, power plants, marketers, large industrial customers, and energy producers across the Southern, Northeastern and Midwestern United States and Canada. The Detroit-based company offers a comprehensive, wellhead-to-market array of services, including natural gas transportation, storage and gathering. DT Midstream is transitioning towards net zero greenhouse gas emissions by 2050, including a target of achieving 30% of its carbon emissions reduction in the next decade.

Forward Looking Statements

This release contains statements which, to the extent they are not statements of historical or present fact, constitute “forward-looking statements” under the securities laws. Forward-looking statements can be identified by the use of words such as “believe,” “expect,” “expectations,” “plans,” “intends,” “continues,” “forecasts,” “goals,” “strategy,” “prospects,” “estimate,” “project,” “scheduled,” “target,” “anticipate,” “could,” “may,” “might,” “will,” “should,” “see,” “guidance,” “outlook,” “confident” and other words of similar meaning. The absence of such words, expressions or statements, however, does not mean that the statements are not forward-looking.

Forward-looking statements are not guarantees of future results and conditions, but rather are subject to numerous assumptions, risks, and uncertainties that may cause actual future results to be materially different from those contemplated, projected, estimated, or budgeted. This release contains forward-looking statements about DT Midstream’s intention to issue the Notes at the closing of the Offering and DT Midstream’s intended use of proceeds. The closing of the Offering of the Notes is subject to the satisfaction of customary closing conditions. DT Midstream may not be able to close the Offering of the Notes on the anticipated timeline or at all. For additional discussion of risk factors which may affect DT Midstream’s results, please see the discussion under the section entitled “Risk Factors” in our Annual Report on Form 10-K and any other reports filed with the SEC.

The above list of factors is not exhaustive. New factors emerge from time to time. DT Midstream cannot predict what factors may arise or how such factors may cause actual results to vary materially from those stated in forward-looking statements. Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, you should not put any undue reliance on any forward-looking statements.

Any forward-looking statements speak only as of the date on which such statements are made. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements, whether as a result of new information, subsequent events or otherwise.

FAQ

What is the offering amount for DT Midstream's new notes?

DT Midstream has announced an offering of $600 million of 4.300% Senior Secured Notes.

What is the maturity date of DT Midstream's new notes?

The Senior Secured Notes are due in 2032.

How will DT Midstream use the proceeds from the note offering?

The proceeds will be used to partially repay existing indebtedness under its term loan facility.

When is the expected closing date for DT Midstream's note offering?

The closing of the offering is expected on April 11, 2022.

What are the selling restrictions on DT Midstream's notes?

The Notes are sold in a private placement and are not registered under the Securities Act.