0001104659-21-108608.txt : 20210823 0001104659-21-108608.hdr.sgml : 20210823 20210823165814 ACCESSION NUMBER: 0001104659-21-108608 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210823 DATE AS OF CHANGE: 20210823 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BLACK HILLS CORP /SD/ CENTRAL INDEX KEY: 0001130464 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 460458824 STATE OF INCORPORATION: SD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-240320 FILM NUMBER: 211197570 BUSINESS ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID CITY STATE: SD ZIP: 57709 BUSINESS PHONE: 6057212343 MAIL ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID STATE: SD ZIP: 57709 FORMER COMPANY: FORMER CONFORMED NAME: BLACK HILLS HOLDING CORP DATE OF NAME CHANGE: 20001222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BLACK HILLS CORP /SD/ CENTRAL INDEX KEY: 0001130464 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 460458824 STATE OF INCORPORATION: SD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID CITY STATE: SD ZIP: 57709 BUSINESS PHONE: 6057212343 MAIL ADDRESS: STREET 1: 7001 MT RUSHMORE RD STREET 2: PO BOX 1400 CITY: RAPID STATE: SD ZIP: 57709 FORMER COMPANY: FORMER CONFORMED NAME: BLACK HILLS HOLDING CORP DATE OF NAME CHANGE: 20001222 FWP 1 tm2125215d2_fwp.htm FWP

Filed Pursuant to Rule 433
Registration No. 333-240320

Pricing Term Sheet
August 23, 2021

Black Hills Corporation

This communication should be read in conjunction with the preliminary prospectus supplement dated August 23, 2021 and the accompanying base prospectus. The information in this communication supersedes the information in the preliminary prospectus supplement and the accompanying base prospectus to the extent inconsistent with the information in the preliminary prospectus supplement and the accompanying base prospectus. In all other respects, this communication is qualified in its entirety by reference to the preliminary prospectus supplement and the accompanying base prospectus.

$600,000,000 1.037% Notes due 2024

Issuer:	Black Hills Corporation

*Expected ratings (outlook):**	S&P: BBB+ (stable) / Moody’s: Baa2 (stable) / Fitch: BBB+ (stable)

Title of securities:	1.037% Notes due 2024

Ranking:	Senior Unsecured

Aggregate principal amount offered:	$600,000,000

Trade date:	August 23, 2021

Settlement date (T+3):**	August 26, 2021

Interest payment dates:	February 23 and August 23 of each year, commencing February 23, 2022

Record dates:	February 8 and August 8 of each year

Stated maturity date:	August 23, 2024

Initial price to public:	100.000% of principal amount

Annual interest rate:	1.037% per annum

Benchmark Treasury:	0.375% due August 15, 2024

Benchmark Treasury Price / Yield:	99-26⅛ / 0.437%

Spread to Benchmark Treasury:	+60 bps

Yield to maturity:	1.037%

Optional Redemption:

Make-whole call:	Callable at the greater of par and the make-whole (Treasury Rate plus 10 bps) at any time before

	February 23, 2022, as described under the heading “Description of the Notes—Redemption” in the preliminary prospectus supplement.

Par call:	Callable at par at any time on or after February 23, 2022, as described under the heading “Description of the Notes—Redemption” in the preliminary prospectus supplement.

CUSIP / ISIN:	092113AU3 / US092113AU39

Joint Book-Running Managers:	U.S. Bancorp Investments, Inc. BMO Capital Markets Corp. Wells Fargo Securities, LLC BofA Securities, Inc. J.P. Morgan Securities LLC
Co-Managers:	Credit Suisse Securities (USA) LLC MUFG Securities Americas Inc. RBC Capital Markets, LLC Scotia Capital (USA) Inc.

* These securities ratings have been provided by S&P, Moody’s and Fitch, respectively. None of these ratings is a recommendation to buy, sell or hold these securities. Each rating may be subject to revision or withdrawal at any time, and should be evaluated independently of any other rating.

** It is expected that delivery of the notes will be made against payment thereof on or about August 26, 2021, which will be the third business day following the date of the pricing of the notes (such settlement being referred to as “T+3”). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market are generally required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the second business day before the settlement date will be required, by virtue of the fact that the notes will initially settle in T+3, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement.

The issuer has filed a registration statement (including a prospectus and related preliminary prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and preliminary prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling U.S. Bancorp Investments, Inc. toll-free at 1-877-558-2607, BMO Capital Markets Corp. toll-free at 1-800-414-3627, or Wells Fargo Securities, LLC toll-free at 1-800-645-3751.

ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.