Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 19, 2024

Commission File Number		Name of Registrant, Address of Principal Executive Offices and Telephone Number		State of Incorporation		IRS Employer Identification No.
1-16681		Spire Inc. 700 Market Street St. Louis, MO 63101 314-342-0500		Missouri		74-2976504

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered

Common Stock $1.00 par value	SR	New York Stock Exchange LLC

Depositary Shares, each representing a 1/1,000^th interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $25.00 per share	SR.PRA	New York Stock Exchange LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Matters

On May 24, 2023, Spire Midstream LLC, a subsidiary of Spire Inc., entered into an agreement to acquire MoGas Pipeline and Omega Pipeline, a connected gas distribution system, from CorEnergy Infrastructure Trust, Inc. for $175 million, subject to customary closing adjustments. The transaction closed on January 19, 2024, following Hart-Scott-Rodino review, and is effective January 20, 2024. A related news release is attached as Exhibit 99.1 and incorporated by reference in this Item 8.01.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

The following exhibits are filed as part of this report:

99.1	News release dated January 19, 2024.

104	Cover page Interactive Data File (embedded within the Inline XBRL document).

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.

		Spire Inc.

Date:	January 19, 2024	By:	/s/ Adam W. Woodard
			Adam W. Woodard Vice President, Treasurer

Exhibit 99.1

Investor Contact:
Megan McPhail
314-309-6563
Megan.McPhail@SpireEnergy.com

Media Contact:
Jason Merrill
314-342-3300
Jason.Merrill@SpireEnergy.com

Spire completes acquisition of MoGas and Omega pipeline systems

Businesses join Spire’s existing midstream infrastructure.

ST. LOUIS (January 19, 2024) - Spire Inc. (NYSE: SR) today announced it has completed its acquisition of MoGas Pipeline (MoGas), an interstate natural gas pipeline, and Omega Pipeline (Omega), a connected gas distribution system, from CorEnergy Infrastructure Trust, Inc. (OTC: CORR, CORRL).

The acquisition was completed for $175 million, subject to customary closing adjustments. The businesses will join Spire’s existing midstream infrastructure, including Spire Storage and Spire STL Pipeline. As a result of the acquisition, MoGas will operate under the new legal name Spire MoGas Pipeline LLC.

“Spire MoGas and Omega are ideal fits with our existing businesses and will further enhance our ability to serve customers in Missouri,” said Steve Lindsey, Spire president and chief executive officer.

Spire MoGas Pipeline consists of approximately 263 miles of interstate natural gas pipelines, primarily in Missouri, and interconnects with Spire STL Pipeline to deliver gas to Spire Missouri’s growing customer base in St. Charles, Franklin and western St. Louis counties, among other utility, municipal, industrial and commercial customers. Spire MoGas Pipeline also interconnects with three other interstate pipelines and is regulated by the Federal Energy Regulatory Commission.

Omega Pipeline is an approximately 75-mile natural gas distribution system primarily serving Fort Leonard Wood Army Base in south-central Missouri and is interconnected with the Spire MoGas Pipeline system.

For more about Spire’s midstream business, visit spireenergy.com/midstream.

About Spire

At Spire Inc. (NYSE: SR) we believe energy exists to help make people’s lives better. It’s a simple idea, but one that’s at the heart of our company. Every day we serve 1.7 million homes and businesses making us one of the largest publicly traded natural gas companies in the country. We help families and business owners fuel their daily lives through our gas utilities serving Alabama, Mississippi and Missouri. Our natural gas-related businesses include Spire Marketing and Spire Midstream. We are committed to transforming our business through growing organically, investing in infrastructure, and advancing through innovation. Learn more at SpireEnergy.com.

Document And Entity Information	Jan. 19, 2024
Document Information [Line Items]
Entity, Registrant Name	Spire Inc.
Document, Type	8-K
Document, Period End Date	Jan. 19, 2024
Entity, File Number	1-16681
Entity, Address, Address Line One	700 Market Street
Entity, Address, City or Town	St. Louis
Entity, Address, State or Province	MO
Entity, Address, Postal Zip Code	63101
City Area Code	314
Local Phone Number	342-0500
Entity, Incorporation, State or Country Code	MO
Entity, Tax Identification Number	74-2976504
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001126956
CommonStock Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	SR
Security Exchange Name	NYSE
DepositaryShares Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Depositary Shares
Trading Symbol	SR.PRA
Security Exchange Name	NYSE