Issuer:
|
NiSource Finance Corp. | |
Guarantor:
|
NiSource Inc. | |
Security:
|
10.75% Notes due 2016 | |
Ratings:
|
Baa3 (negative
outlook)/BBB— (negative outlook)/BBB— (stable) (Moody’s/Standard & Poor’s/Fitch) |
|
Size:
|
$600,000,000 | |
Public Offering Price:
|
98.795% | |
Maturity:
|
March 15, 2016 | |
Treasury Benchmark:
|
2.625% due February 29, 2016 | |
US Treasury Yield:
|
2.674% | |
Spread to Treasury:
|
832.6 basis points | |
Re-offer Yield:
|
11.000% | |
Optional Redemption Terms:
|
Make-whole call at Treasury plus 50 basis points | |
Coupon:
|
10.75% | |
Interest Payment Dates:
|
March 15 and September 15 of each year beginning September 15, 2009 | |
Initial Interest Accrual Date
|
March 9, 2009 | |
Format:
|
SEC Registered | |
Transaction Date:
|
March 4, 2009 | |
Expected Settlement Date:
|
March 9, 2009 | |
Risk Factor:
|
The risk factor entitled “There is uncertainty regarding the U.S. federal income tax treatment of the provision in the Notes that adjusts the interest rate in the event of a ratings downgrade” appearing on page S-5 of the Preliminary Prospectus Supplement is hereby restated (with the only change being the addition of the second paragraph immediately below): | |
| We intend to take the position for U.S. federal income tax purposes that any payments of additional interest resulting from adjustments to the ratings assigned to the Notes, as described under “Supplemental Description of the Notes — Interest Rate Adjustment,” will be taxable to a holder as additional interest income when received or accrued, in accordance with the holder’s method of accounting for U.S. federal income tax purposes. However, the Internal Revenue Service may take a contrary position and treat the additional interest, if any, as contingent interest. If the IRS treats the additional amounts as contingent interest, a holder might be required to accrue income on its Notes in excess of stated interest for U.S. federal income tax purposes, and to treat as ordinary income rather than capital gain any income realized on the taxable disposition of a Note prior to maturity. Holders should consult their own tax advisors concerning the appropriate tax treatment of the payment of such additional interest. | ||
| Pursuant to Internal Revenue Service Circular 230, investors are hereby informed that the statements in the preceding paragraph were not |
| intended or written to be used, and such statements cannot be used, by any taxpayer for the purpose of avoiding any penalties that may be imposed on the taxpayer under the U.S. Internal Revenue Code. The preceding paragraph was written to support the offering and sale of the Notes. Taxpayers should seek advice based on the taxpayer’s particular circumstances from an independent tax advisor. | ||
Joint Lead Managers:
|
Citigroup Global Markets Inc. J.P. Morgan Securities Inc. Wachovia Capital Markets, LLC |
|
Senior Co-Managers:
|
Banc of America Securities
LLC Credit Suisse Securities (USA) LLC U.S. Bancorp Investments, Inc. |
|
Co-Managers
|
Loop Capital Markets, LLC Mitsubishi UFJ Securities International plc Mizuho Securities USA Inc. PNC Capital Markets LLC |