Icahn Enterprises Completes Southwest Gas Tender Offer

Rhea-AI Summary

Icahn Enterprises has finalized its tender offer to acquire shares of Southwest Gas Holdings at $82.50 per share, which concluded on May 20, 2022. A total of 2,213,597 shares, or approximately 3.1% of all outstanding shares, were successfully tendered. This offer was part of ongoing efforts initiated on October 27, 2021, and all validly tendered shares have been accepted for payment. The transaction reflects Icahn Enterprises' strategic move to invest in Southwest Gas Holdings.

Positive

• Icahn Enterprises successfully completed its tender offer for Southwest Gas at $82.50 per share.
• 2,213,597 shares tendered represent a notable interest of approximately 3.1% of outstanding shares.

Negative

• None.

SUNNY ISLES BEACH, Fla., May 23, 2022 /PRNewswire/ -- IEP Utility Holdings LLC, an affiliate of Icahn Enterprises L.P. (the "Offeror"), announced the completion of its tender offer (the "Offer") to purchase shares of the common stock, par value $1.00 per share (the "Common Stock"), of Southwest Gas Holdings, Inc., a Delaware corporation (the "Company"), including the associated rights issued pursuant to the Rights Agreement, dated October 10, 2021 (as it may be amended from time to time, the "Rights Agreement"), between the Company and Equiniti Trust Company, as rights agent, that are issued and outstanding (the "Rights" and, together with the Common Stock, the "Shares"), for $82.50 per Share in cash, without interest, less any applicable withholding taxes (the "Offer Price"). The Offer and the withdrawal rights expired as scheduled at midnight, New York City time, on Friday, May 20, 2022. The Offer was made pursuant to an Offer to Purchase, dated October 27, 2021, as supplemented by the Supplement to the Offer to Purchase, dated December 7, 2021, and the Supplement to the Offer to Purchase, dated May 9, 2022, and certain other materials contained in the Offeror's tender offer statement on Schedule TO originally filed with the U.S. Securities and Exchange Commission on October 27, 2021.

Continental Stock Transfer & Trust Company, the depositary for the Offer has advised the Offeror that, as of such time, a total of 2,213,597 Shares were validly tendered and not properly withdrawn, representing approximately 3.1% of the outstanding Shares (based on 66,852,050 Shares outstanding as of April 29, 2022, as disclosed by the Company in its Form 10-Q for the quarterly period ended March 31, 2022). Of the Shares tendered, 726,010 Shares were tendered pursuant to guaranteed delivery procedures. Promptly after the expiration date, all Shares that were validly tendered and not properly withdrawn pursuant to the Offer have been accepted for payment by the Offeror. The Offeror will promptly pay for all such Shares in accordance with the terms of the Offer.

Contacts:
Information Agent
Harkins Kovler, LLC
Peter Harkins / Jordan Kovler
(212) 468-5390 / (212) 468-5384
pharkins@harkinskovler.com / jkovler@harkinskovler.com

View original content:https://www.prnewswire.com/news-releases/icahn-enterprises-completes-southwest-gas-tender-offer-301552656.html

SOURCE Icahn Enterprises L.P.

FAQ

What was the outcome of Icahn Enterprises' tender offer for Southwest Gas holdings?

Icahn Enterprises completed its tender offer, acquiring 2,213,597 shares at $82.50 each.

When did the tender offer for Southwest Gas expire?

The tender offer expired on May 20, 2022.

How many shares were tendered in the Southwest Gas offer?

A total of 2,213,597 shares were validly tendered.

What percentage of outstanding shares did the tendered shares represent for Southwest Gas?

The tendered shares represented approximately 3.1% of the outstanding shares.

What was the offer price per share in the tender offer for Southwest Gas?

The offer price was $82.50 per share.