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NorthWestern Establishes $100 Million At-The-Market Equity Offering Program

Sep 06, 2017

SIOUX FALLS, S.D. – September 6, 2017 - NorthWestern Corporation d/b/a NorthWestern Energy (“NorthWestern” or the “Company”)(NYSE: NWE) announced today that it has established an “at-the-market” equity offering program through which it may sell up to an aggregate of $100 million of its common stock. Under the program, the Company may offer and sell shares of its common stock over a period of time and from time to time through BofA Merrill Lynch and J.P. Morgan, as sales agents. 

Sales of shares of common stock of NorthWestern will be made by means of ordinary broker transactions on the New York Stock Exchange or otherwise at market prices, in block transactions, or as otherwise agreed with the sales agents, and will be made by only one sales agent on any given day.

The Company intends to use the net proceeds from the equity program to fund capital expenditures, help repay or refinance debt (including short-term debt) and for other general corporate purposes.

The shares of common stock will be offered under the Company’s automatic shelf registration statement. A prospectus supplement and accompanying prospectus describing the terms of the offering have been filed with the SEC, copies of which may be obtained from: BofA Merrill Lynch, Attn: Prospectus Department, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, or J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, (866) 803-9204.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sales of these securities in any jurisdiction in which such offer, solicitation or sales would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About NorthWestern Energy
NorthWestern Corporation, doing business as NorthWestern Energy, provides electricity and natural gas to approximately 709,600 customers in Montana, South Dakota and Nebraska. We have distributed electricity in South Dakota and distributed natural gas in South Dakota and Nebraska since 1923 and have generated and distributed electricity and distributed natural gas in Montana since 2002.

Special Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements often address our expected future business and financial performance, and often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” or “will.”  These statements are based upon our current expectations and speak only as of the date hereof.  Our actual future business and financial performance may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, including, but not limited to:

  • adverse determinations by regulators, as well as potential adverse federal, state, or local legislation or regulation, including costs of compliance with existing and future environmental requirements, could have a material effect on our liquidity, results of operations and financial condition;
  • changes in availability of trade credit, creditworthiness of counterparties, usage, commodity prices, fuel supply costs or availability due to higher demand, shortages, weather conditions, transportation problems or other developments, may reduce revenues or may increase operating costs, each of which could adversely affect our liquidity and results of operations;
  • unscheduled generation outages or forced reductions in output, maintenance or repairs, which may reduce revenues and increase cost of sales or may require additional capital expenditures or other increased operating costs; and
  • adverse changes in general economic and competitive conditions in the U.S. financial markets and in our service territories.

Our 2016 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, reports on Form 8-K and other Securities and Exchange Commission filings discuss some of the important risk factors that may affect our business, results of operations and financial condition.  We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Relations Contact:
Travis Meyer (605) 978-2967

Media Contact:
Butch Larcombe (866) 622-8081



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