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SOUTH JERSEY INDUSTRIES, INC.
Offer to Purchase for Cash
Any and All of the outstanding 5.625% Junior Subordinated Notes due 2079
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Aggregate Principal Amount of Notes Outstanding(1)
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5.625% Junior Subordinated Notes due 2079
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838518207 / US8385182071
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$200,000,000
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$18.00 per $25.00 principal amount of Notes
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________________________________________________________________________
(1) Only Notes tendered in principal amounts in minimum denominations of $25.00 and integral multiples of $25.00 will be accepted.
(2) Holders whose Notes are accepted for purchase pursuant to the Tender Offer will also receive the Accrued Coupon Payment (as defined below).
Interest payments on the Notes were paid on September 16, 2024, so we expect accrued and unpaid interest payments to accrue from September 16, 2024 to,
but excluding, the Settlement Date (as defined below).
The Tender Offer will expire at 5:00 p.m., New York City time, on October 30, 2024, unless extended (such date and time, as the same may be extended,
the “Expiration Time”). Notes may be withdrawn at any time at or prior to 5:00 p.m., New York City time,
on October 30, 2024, unless extended (such date and time, as the same may be extended, the “Withdrawal Deadline”),
but not thereafter, except as required by applicable law (see “Terms of the Tender Offer—Withdrawal of
Tenders”). If we accept any Notes validly tendered at or prior to the Expiration Time or the Guaranteed Delivery Date (as defined herein) pursuant to the
Guaranteed Delivery Procedures (as defined herein) we will accept all such validly tendered Notes. The Tender Offer is being made upon the terms and subject to
the conditions set forth in this offer to purchase (as it may be amended or supplemented from time to time, this “
Offer to Purchase”) and subject to the
conditions set forth in the accompanying notice of guaranteed delivery (the “
Notice of Guaranteed Delivery”). The Tender Offer is subject to certain conditions,
as described under “Terms of the Tender Offer—Conditions to the Tender Offer.”
To view copies of the Tender Offer documents please click on the links below
Offer to Purchase
Notice of Guaranteed Delivery
Retail Processing Dealer Form
The Tender Agent and Information Agent for the Offer is:
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D.F. King & Co., Inc.
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48 Wall Street, 22nd Floor
New York, New York 10005
United States of America
E-mail: sji@dfking.com
Toll free calls: (866) 864-7964
All others calls: (212) 269-5550
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Any questions regarding the terms of the Tender Offer for the Notes should be directed to Mizuho Securities USA LLC at its address and telephone numbers
set forth below.
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Mizuho Securities USA LLC
1271 Avenue of the Americas
New York, New York 10020
Attention: Liability Management Group
Toll Free: 866 271 7403
Collect: 212 205 7741
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