Folsom, NJ, June 01, 2026 (GLOBE NEWSWIRE) -- Media Contact: SJI Media Relations
609-561-9000 ext. 4131
media@sjindustries.com
FOR IMMEDIATE RELEASE
South Jersey Industries, Inc. Announces Expiration and Final Results of Cash Tender Offer
FOLSOM, NJ, June 1, 2026 - South Jersey Industries, Inc. ("SJI" or the "Company") today announced the expiration and final results of the previously announced cash tender offer (the "Tender Offer") to purchase for cash any and all of its outstanding 2018 Series A 3.70% Remarketable Junior Subordinated Notes due 2031 (the "Notes") from each registered holder of the Notes (each, a "Holder," and collectively, the "Holders") subject to the terms specified in the Offer to Purchase, dated May 12, 2026 (the "Offer to Purchase") and its accompanying notice of guaranteed delivery (together with the Offer to Purchase, the "Offer Documents"). The Withdrawal Deadline elapsed at 5:00 p.m., New York City time, on May 29, 2026. Capitalized terms used but not defined herein have meanings ascribed to them in the Offer to Purchase.
The principal amount of the Notes that were validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on May 29, 2026 (the "Expiration Time") is set forth in the table below.
| Title of Security | CUSIP / ISIN | Aggregate Principal Amount of Notes Outstanding(1) | Principal Amount of Notes Tendered(2) | Percentage of Principal Amount of Notes Tendered(2) | |||
| 2018 Series A 3.70% Remarketable Junior Subordinated Notes due 2031 | 838518AA6 / US838518AA63 | - | 287,500,000 | - | 213,793,000 | 74.36 | - |
(1) Only Notes tendered in principal amounts equal to minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof will be accepted.
(2) As of 5:00 p.m., New York City Time, on May 29, 2026; not including $1,652,000 in aggregate principal amount of the Notes submitted pursuant to the guaranteed delivery procedures described in the Offer Documents.
The complete terms of the Tender Offer are set forth in the Offer to Purchase and in the related Notice of Guaranteed Delivery. The Tender Offer expired at the Expiration Time. Subject to the terms of the Offer to Purchase, the Company expects to accept all Notes validly tendered and not validly withdrawn prior to the Expiration Time for the Total Consideration. The "Total Consideration" for each $1,000 principal amount of the Notes tendered and accepted for purchase pursuant to the Tender Offer will be $955. SJI expects that the settlement for Notes validly tendered and not validly withdrawn on or before the Expiration Time will be on June 3, 2026 (the "Settlement Date").
Holders whose Notes are accepted for purchase pursuant to the Tender Offer will also receive accrued and unpaid interest on their purchased Notes from April 15, 2026 (the last interest payment date for such Notes) to, but excluding, the Settlement Date.
This press release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, or the solicitation of tenders with respect to, any security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation, or sale would be unlawful. The Tender Offer is being made solely pursuant to terms and conditions set forth in the Offer to Purchase and only to such persons and in such jurisdictions as are permitted under applicable law.
Mizuho Securities USA LLC is serving as the Dealer Manager in connection with the Tender Offer. Questions regarding the terms of the Tender Offer for the Notes should be directed to Mizuho Securities USA LLC at +866 271 7403 (toll free) or + 212 205 7741 (collect). Any questions or requests for assistance or additional copies of the Offer to Purchase and the Notice of Guaranteed Delivery may be directed to D.F. King & Co., Inc., which is acting as the Tender Agent and the Information Agent for the Tender Offer, at www.dfking.com/sji and the following telephone numbers: banks and brokers at (800) 848-3405 (toll free); all others at (646) 455-1060 or email at sji@dfking.com.
About SJI
South Jersey Industries, Inc. is an energy infrastructure holding company headquartered in Folsom, New Jersey. Through its primary subsidiary, SJI Utilities ("SJIU"), the Company delivers safe, reliable and affordable natural gas service to approximately 750,000 residential, commercial and industrial customers across New Jersey. SJIU includes the Company's two regulated natural gas utilities: South Jersey Gas Company, which serves the seven southernmost counties of New Jersey, and Elizabethtown Gas Company, which serves seven counties in northern and central New Jersey.
In addition to its utility operations, SJI owns and operates complementary energy management and energy production businesses. Energy management activities include wholesale and retail services such as the leasing and optimization of interstate natural gas transportation assets, the purchase of natural gas from producers for resale to merchant generators, fuel supply management services for merchant generation facilities under multi-year agreements, and energy advisory. SJI's energy production segments are focused on the ownership, development, construction, and operation of diverse renewable energy projects. These projects include solar, fuel cell, and renewable natural gas (RNG) facilities utilizing feedstocks such as dairy manure, landfill gas, and organic food waste.
Forward-Looking Statements
This press release contains forward-looking statements based on current expectations and assumptions that involve risks and uncertainties. If the risks or uncertainties ever materialize or the assumptions prove incorrect, they could affect the business and results of operations of SJI and its consolidated subsidiaries which may differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact, including statements regarding the Settlement Date, guidance, industry prospects or future results of operations or financial position, expected sources of incremental margin, strategy, financing needs, future capital expenditures and the outcome or effect of ongoing litigation, are forward-looking. This press release uses words such as "believe," "expect," "intend," "seek," "strategy," "would," "could," "should," "may," "will" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on the beliefs and assumptions of management at the time that these statements were prepared and are inherently uncertain. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. These risks and uncertainties include, but are not limited to, general macroeconomic and geopolitical conditions on an international, national, state and local level; weather conditions in SJI's marketing areas; changes in commodity costs; changes in the availability of natural gas; "non-routine" or "extraordinary" disruptions in SJI's distribution system; cybersecurity incidents and related disruptions; regulatory, legislative and court decisions; competition; the availability and cost of capital; costs and effects of legal proceedings and environmental liabilities; the failure of customers, suppliers or business partners to fulfill their contractual obligations; changes in business strategies; and public health crises and epidemics or pandemics. These risks and uncertainties, as well as other risks and uncertainties that could cause our actual results to differ materially from those expressed in the forward-looking statements, are described in greater detail in "Risk Factors." These cautionary statements should not be construed by you to be exhaustive and they are made only as of the date of the Offer to Purchase. While SJI believes these forward-looking statements to be reasonable, there can be no assurance that they will approximate actual experience or that the expectations derived from them will be realized. Further, SJI undertakes no obligation to update or revise any of its forward-looking statements whether as a result of new information, future events or otherwise.


