NiSource Inc. filed a free writing prospectus on November 2, 2026, disclosing the pricing terms for a $600,000,000 offering of 5.400% Notes due February 28, 2032, with an expected settlement date of November 9, 2026.

Key Highlights

  • Offering size: $600,000,000 aggregate principal amount of 5.400% Notes due 2032.
  • Public offering price: 99.752% of the principal amount, yielding 5.447% to maturity.
  • Net proceeds: $594,912,000 before expenses to the issuer.
  • Spread: T+75 basis points over the benchmark 4.750% Treasury due October 31, 2031.
  • Credit ratings: Baa2 (stable) by Moody's, BBB+ (stable) by S&P, and BBB (stable) by Fitch.
  • Tax Credit Event Redemption: The issuer may redeem the Notes in whole, but not in part, at 101% of principal if a Tax Credit Event occurs, subject to timing restrictions.
  • Settlement: Expected November 9, 2026, on a T+5 basis.

NiSource $600 Million Note Offering: Pricing and Key Terms

According to the free writing prospectus filed pursuant to Rule 433 under Registration Statement No. 333-291167, NiSource Inc. priced $600,000,000 in aggregate principal amount of 5.400% Notes due February 28, 2032. The public offering price was set at 99.752% of principal, with an underwriting discount of 0.600% of the principal amount, resulting in net proceeds of $594,912,000 before expenses to the issuer.

The filing discloses that the Notes were priced at a spread of T+75 basis points over the benchmark Treasury, which is the 4.750% Treasury due October 31, 2031, carrying a benchmark price and yield of 100-07+ and 4.697%, respectively. Interest on the Notes will accrue from November 9, 2026, and will be paid semi-annually on February 28 and August 28 of each year, beginning August 28, 2027, reflecting a long first interest period, according to the filing.

The filing also details optional redemption provisions. Prior to January 28, 2032 (the "Par Call Date"), NiSource may redeem the Notes at a make-whole call price based on the Treasury Rate applicable to the Notes plus 12.5 basis points, subject to the conditions described in the Preliminary Prospectus Supplement. On or after the Par Call Date, the Notes are callable at 100% of principal plus accrued interest. Additionally, the filing describes a Tax Credit Event Redemption provision under which the issuer may redeem the Notes in whole but not in part at 101% of principal plus accrued interest if a Tax Credit Event as defined in the Preliminary Prospectus Supplement occurs. The joint book-running managers are BMO Capital Markets Corp., KeyBanc Capital Markets Inc., Mizuho Securities USA LLC, and PNC Capital Markets LLC. Academy Securities, Inc. and Siebert Williams Shank & Co., LLC are listed as co-managers.

What Was Disclosed

NiSource Inc. disclosed the pricing terms for a $600,000,000 offering of 5.400% Notes due 2032, including the public offering price of 99.752%, net proceeds of $594,912,000, a yield to maturity of 5.447%, and expected settlement on November 9, 2026.