Black Hills Corp Enters Material Definitive Agreement

TL;DR

BH just signed a big deal, filing shows details.

AI Summary

On September 25, 2025, Black Hills Corporation entered into a material definitive agreement. The filing also includes financial statements and exhibits related to this agreement. The company is incorporated in South Dakota and its principal executive offices are located in Rapid City.

Why It Matters

This filing indicates a significant new contract or partnership for Black Hills Corporation, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can introduce new financial obligations or operational complexities, carrying inherent risks.

Key Players & Entities

• Black Hills Corporation (company) — Registrant
• South Dakota (location) — State of Incorporation
• Rapid City (location) — Principal Executive Offices City
• September 25, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $1.00 — e on which registered Common stock of $1.00 par value BKH The New York Stock Ex
• $450 million — rchase an aggregate principal amount of $450 million of its 4.550% Notes due 2031 (the " Not
• $447.0 million — the sale of the Notes is approximately $447.0 million. The issuance and settlement of the Not

Filing Documents

• tm2526501d4_8k.htm (8-K) — 28KB
• tm2526501d4_ex1-1.htm (EX-1.1) — 137KB
• 0001104659-25-094481.txt ( ) — 361KB
• bkh-20250925.xsd (EX-101.SCH) — 3KB
• bkh-20250925_lab.xml (EX-101.LAB) — 33KB
• bkh-20250925_pre.xml (EX-101.PRE) — 22KB
• tm2526501d4_8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. On September 25, 2025, Black Hills Corporation (the " Company " or " we ") entered into an Underwriting Agreement by and between the Company and the representative of the several underwriters named in Schedule A thereto (the " Underwriting Agreement "), pursuant to which the Company has agreed to issue and sell and the underwriters have severally agreed to purchase an aggregate principal amount of $450 million of its 4.550% Notes due 2031 (the " Notes "). The aggregate gross consideration received by the Company (taking into account original issue discount and underwriting discounts) for the sale of the Notes is approximately $447.0 million. The issuance and settlement of the Notes are scheduled to occur on October 2, 2025, subject to customary closing conditions. The Underwriting Agreement contains representations and warranties, covenants and other terms that are customary for such kind of agreement. In addition, the Company has agreed to indemnify the underwriters against certain liabilities on customary terms. Some of the underwriters and their affiliates have engaged in, and may in the future engage in, investment banking and other commercial dealings, including but not limited to commercial lending services, with the Company, its direct or indirect subsidiaries or its affiliates. They have received, or may in the future receive, customary fees and commissions for these transactions. The Notes were offered pursuant to the Company's Registration Statement on Form S-3 (Registration No. 333-272739) (the " Registration Statement "), and the related Prospectus dated June 16, 2023 and Prospectus Supplement dated September 25, 2025. A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is expressly incorporated by reference herein and into the Registration Statement. The foregoing descriptions are qualified in their entirety by reference to the actual terms thereof.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits The following exhibits are furnished or filed herewith: Number Exhibit 1.1 Underwriting Agreement dated as of September 25, 2025 between Black Hills Corporation and the representative of the underwriters named therein. 104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BLACK HILLS CORPORATION By: /s/ Kimberly F. Nooney Kimberly F. Nooney Senior Vice President and Chief Financial Officer Date: September 29, 2025

View Full Filing

View this 8-K filing on SEC EDGAR