UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 28, 2021

 

 

 

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

 

 

 

 

 

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

 

None.

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 of the Securities Exchange Act of 1934 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.  ☐

 

 

 

On December 28, 2021, Southwest Gas Holdings, Inc. entered into Amendment No. 1 (“Holdco Agreement Amendment No. 1”) to the Amended and Restated Revolving Credit Agreement, dated as of April 10, 2020, with the lenders party thereto, and The Bank of New York Mellon, as Administrative Agent, which, after giving effect to Holdco Agreement Amendment No. 1, provides for up to $200 million in revolving borrowing capacity. As of December 28, 2021, $59 million in aggregate principal amount was outstanding under the Southwest Gas Holdings, Inc. credit facility.

Holdco Agreement Amendment No. 1, among other things, (1) extends the maturity date of the credit facility to December 28, 2026, (2) increases the total commitment amount by $100 million to $200 million, (3) increases the amount to which the total commitment may be increased from $200 million to $300 million, and (4) replaces London Interbank Offered Rate (“LIBOR”) interest rate benchmarks with Secured Overnight Financing Rate (“SOFR”) interest rate benchmarks.

On December 28, 2021, Southwest Gas Corporation entered into Amendment No. 1 (“Southwest Gas Agreement Amendment No. 1” and, together with Holdco Agreement Amendment No. 1, the “Amendments”) to the Amended and Restated Revolving Credit Agreement, dated as of April 10, 2020, with the lenders party thereto, and The Bank of New York Mellon, as Administrative Agent, which provides for up to $400 million in revolving borrowing capacity. As of December 28, 2021, $153 million in aggregate principal amount was outstanding under the Southwest Gas Corporation credit facility.

Southwest Gas Agreement Amendment No. 1, among other things, replaces LIBOR interest rate benchmarks with SOFR interest rate benchmarks.

The descriptions of the Amendments do not purport to be complete and are qualified in their entirety by reference to the Amendments, which are filed as Exhibit 10.1 and Exhibit 10.2 hereto and incorporated herein by reference.

 

The disclosure set forth under Item 1.01 is incorporated herein by reference.

 

(d) Exhibits

 

SIGNATURES

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 hereunto duly authorized.