DT Midstream Announces Material Definitive Agreement
Ticker: DTM · Form: 8-K · Filed: Nov 21, 2024 · CIK: 1842022
Sentiment: neutral
Topics: material-definitive-agreement, corporate-events
Related Tickers: DTM
TL;DR
DT Midstream signed a big deal on Nov 20th. Details to follow.
AI Summary
On November 20, 2024, DT Midstream, Inc. entered into a material definitive agreement. The filing also includes information on other events and financial statements and exhibits.
Why It Matters
This filing indicates a significant new agreement for DT Midstream, Inc., which could impact its future operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's financial health and stock price.
Key Players & Entities
- DT Midstream, Inc. (company) — Registrant
- November 20, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by DT Midstream, Inc.?
The filing states that DT Midstream, Inc. entered into a material definitive agreement on November 20, 2024, but the specific details of the agreement are not provided in this summary.
What other information is included in this 8-K filing?
This Form 8-K filing also includes information on 'Other Events' and 'Financial Statements and Exhibits'.
When was this Form 8-K filed?
This Form 8-K was filed on November 21, 2024.
What is DT Midstream, Inc.'s principal executive office address?
DT Midstream, Inc.'s principal executive office is located at 500 Woodward Ave., Suite 2900, Detroit, Michigan 48226-1279.
What is DT Midstream, Inc.'s telephone number?
DT Midstream, Inc.'s telephone number, including area code, is (313) 402-8532.
Filing Stats: 900 words · 4 min read · ~3 pages · Grade level 11.7 · Accepted 2024-11-21 16:08:38
Key Financial Figures
- $0.01 — ich Registered Common stock, par value $0.01 DTM New York Stock Exchange Indic
- $101.000 — g price of the Shares to the public was $101.000 per share, and the Underwriters agreed
- $97.465 — he Underwriting Agreement at a price of $97.465 per share. Under the terms of the Under
- $405,542,219 — d offering expenses, were approximately $405,542,219. The Underwriting Agreement contains c
Filing Documents
- ny20038569x5_8k.htm (8-K) — 31KB
- ny20038569x5_ex1-1.htm (EX-1.1) — 227KB
- ny20038569x5_ex5-1.htm (EX-5.1) — 21KB
- ny20038569x5_ex99-1.htm (EX-99.1) — 14KB
- ny20038569x5ex99-1_logo01.jpg (GRAPHIC) — 4KB
- ny20038569x5_ex5-1logo.jpg (GRAPHIC) — 132KB
- ny20038569x5_img01.jpg (GRAPHIC) — 188KB
- 0001140361-24-047475.txt ( ) — 1161KB
- dtm-20241120.xsd (EX-101.SCH) — 4KB
- dtm-20241120_lab.xml (EX-101.LAB) — 21KB
- dtm-20241120_pre.xml (EX-101.PRE) — 16KB
- ny20038569x5_8k_htm.xml (XML) — 4KB
01
Item 1.01. Entry into a Material Definitive Agreement. On November 20, 2024, DT Midstream, Inc., a Delaware corporation (the "Company"), entered into an underwriting agreement (the "Underwriting Agreement") with Barclays Capital Inc. as representative (the "Representative") of the several underwriters named therein (collectively, the "Underwriters"), relating to an underwritten public offering (the "Offering") of 3,625,000 shares (the "Shares") of the Company's common stock, par value $0.01 per share (the "Common Stock"). The offering price of the Shares to the public was $101.000 per share, and the Underwriters agreed to purchase the Shares from the Company pursuant to the Underwriting Agreement at a price of $97.465 per share. Under the terms of the Underwriting Agreement, the Company has granted the Underwriters an option, exercisable for 30 days, to purchase up to an additional 543,750 shares of Common Stock (the "Option Shares") at the same price per share as the Shares. On November 20, 2024, the Underwriters exercised the option to purchase the Option Shares in full, and the Offering closed on November 21, 2024. The net proceeds from the Offering to the Company from the sale of the Shares and the Option Shares, after deducting underwriting discounts and commissions and estimated offering expenses, were approximately $405,542,219. The Underwriting Agreement contains customary representations, warranties, and covenants by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties, and termination provisions. The representations, warranties, and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates and were solely for the benefit of the parties to such agreement. In addition, subject to certain exceptions, the Company and its executive off
01
Item 8.01. Other Events. The full text of the press release announcing the pricing of the underwritten public offering on November 20, 2024 is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit Description 1.1 Underwriting Agreement, dated November 20, 2024, by and between DT Midstream, Inc. and Barclays Capital Inc., as representative of the underwriters named therein 5.1 Opinion of Allen Overy Shearman Sterling US LLP 23.1 Consent of Allen Overy Shearman Sterling US LLP (included in Exhibit 5.1) 99.1 Press Release, dated November 20, 2024 104 Cover Page Interactive Data File (formatted as Inline XBRL) SIGNATURE 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. Date: November 21, 2024 DT MIDSTREAM, INC. (Registrant) by /s/ Wendy Ellis Name: Wendy Ellis Title: Executive Vice President, General Counsel and Corporate Secretary