CALCULATION OF REGISTRATION FEE
| | | | |
|
Title of Each Class of Securities to be Registered | | Maximum Aggregate Offering Price | | Amount of Registration Fee(1) |
Secured Medium-Term Notes, Series B | | $150,000,000 | | $17,385 |
|
|
(1) | Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended (the “Securities Act”). In accordance with Rule 456(b) and 457(r) under the Securities Act, this “Calculation of Registration Fee” table shall be deemed to update the “Calculation of Registration Fee” table in Registration Statement No. 333-214496. |
| | |
Pricing Supplement No. 1 dated November 29, 2016 (To prospectus dated November 8, 2016 and prospectus supplement dated November 8, 2016) | | Filing under Rule 424(b)(2) Registration No. 333-214496 |
NORTHWEST NATURAL GAS COMPANY
SecuredMedium-Term Notes, Series B
(A Series of First Mortgage Bonds)
and
UnsecuredMedium-Term Notes, Series B
Due from One Year to 30 Years from Date of Issue
| | | | | | | | |
CUSIP No.: 66765R CB 0 Secured ☒ Unsecured ☐ Principal amount: $75,000,000 Issue price: 100.00% Net proceeds to Company: $74,812,500 Repayable at the option of holder:
Yes ☐ No ☒ | | Stated interest rate: 1.545% Maturity date: December 5, 2018 Settlement date: December 5, 2016 Interest payment dates: June 5 and December 5, commencing June 5, 2017 Regular record dates: May 21 and November 20 Redeemable: Yes ☒ No ☐ In whole ☐ |
| | | | | | In whole or in part ☒ |
Repayment date: | | | | Not applicable | | |
| | | | | | Fixed redemption price: Yes ☐ No ☒ |
Repayment price: | | | | Not applicable | | |
| | | | | | Initial redemption date: Not applicable |
Election period: | | | | Not applicable | | |
| | | | | | Initial redemption price: Not applicable |
Selling agents: | | Wells Fargo Securities, LLC | | |
| | U.S. Bancorp Investments, Inc. | | Reduction percentage: Not applicable |
| | MUFG Securities Americas Inc. | | |
| | CIBC Capital Markets | | Redemption limitation date: Not applicable |
| | | | |
Type of transaction: Agent Wells Fargo Securities, LLC, as to $22,500,000 principal amount of the Notes U.S. Bancorp Investments, Inc., as to $22,500,000 principal amount of the Notes MUFG Securities Americas Inc., as to $15,000,000 principal amount of the Notes CIBC Capital Markets, as to $15,000,000 principal amount of the Notes | | Make-whole redemption price: Yes ☒ No ☐ Make-whole spread: 0.10% T+4 Delivery: It is expected that delivery of the notes will be made on or about the date specified above in Settlement Date, which will be the fourth business day (T+4) following the date hereof. UnderRule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in three business days (T+3), unless the parties to any such trade expressly agree otherwise. Accordingly, the purchasers who wish to trade the notes on the date hereof will be required to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes on the date hereof should consult their own advisors. |
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this pricing supplement or the accompanying prospectus or prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.
NORTHWEST NATURAL GAS COMPANY
SecuredMedium-Term Notes, Series B
(A Series of First Mortgage Bonds)
and
UnsecuredMedium-Term Notes, Series B
Due from One Year to 30 Years from Date of Issue
| | | | | | | | |
CUSIP No.: 66765R CC 8 Secured ☒ Unsecured ☐ Principal amount: $35,000,000 Issue price: 100.00% Net proceeds to Company: $34,781,250 Repayable at the option of holder:
Yes ☐ No ☒ | | Stated interest rate: 3.211% Maturity date: December 5, 2026 Settlement date: December 5, 2016 Interest payment dates: June 5 and December 5, commencing June 5, 2017 Regular record dates: May 21 and November 20 Redeemable: Yes ☒ No ☐ In whole ☐ |
| | | | | | In whole or in part ☒ |
Repayment date: | | | | Not applicable | | |
| | | | | | Fixed redemption price: Yes ☒ No ☐ |
Repayment price: | | | | Not applicable | | |
| | | | | | Initial redemption date: September 5, 2026 |
Election period: | | | | Not applicable | | |
| | | | | | Initial redemption price: 100.00% |
Selling agents: | | Wells Fargo Securities, LLC | | |
| | U.S. Bancorp Investments, Inc. | | Reduction percentage: Not applicable |
| | MUFG Securities Americas Inc. | | |
| | CIBC Capital Markets | | Redemption limitation date: Not applicable |
| | | | |
Type of transaction: Agent Wells Fargo Securities, LLC, as to $10,500,000 principal amount of the Notes U.S. Bancorp Investments, Inc., as to $10,500,000 principal amount of the Notes MUFG Securities Americas Inc., as to $7,000,000 principal amount of the Notes CIBC Capital Markets, as to $7,000,000 principal amount of the Notes | | Make-whole redemption price: Yes ☒* No ☐ *Through September 4, 2026 Make-whole spread: 0.15% T+4 Delivery: It is expected that delivery of the notes will be made on or about the date specified above in Settlement Date, which will be the fourth business day (T+4) following the date hereof. UnderRule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in three business days (T+3), unless the parties to any such trade expressly agree otherwise. Accordingly, the purchasers who wish to trade the notes on the date hereof will be required to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes on the date hereof should consult their own advisors. |
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this pricing supplement or the accompanying prospectus or prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.
NORTHWEST NATURAL GAS COMPANY
SecuredMedium-Term Notes, Series B
(A Series of First Mortgage Bonds)
and
UnsecuredMedium-Term Notes, Series B
Due from One Year to 30 Years from Date of Issue
| | | | | | | | |
CUSIP No.: 66765R CD 6 Secured ☒ Unsecured ☐ Principal amount: $40,000,000 Issue price: 100.00% Net proceeds to Company: $39,700,000 Repayable at the option of holder:
Yes ☐ No ☒ | | Stated interest rate: 4.136% Maturity date: December 5, 2046 Settlement date: December 5, 2016 Interest payment dates: June 5 and December 5, commencing June 5, 2017 Regular record dates: May 21 and November 20 Redeemable: Yes ☒ No ☐ In whole ☐ |
| | | | | | In whole or in part ☒ |
Repayment date: | | | | Not applicable | | |
| | | | | | Fixed redemption price: Yes ☒ No ☐ |
Repayment price: | | | | Not applicable | | |
| | | | | | Initial redemption date: June 5, 2046 |
Election period: | | | | Not applicable | | |
| | | | | | Initial redemption price: 100.00% |
Selling agents: | | Wells Fargo Securities, LLC | | |
| | U.S. Bancorp Investments, Inc. | | Reduction percentage: Not applicable |
| | MUFG Securities Americas Inc. | | |
| | CIBC Capital Markets | | Redemption limitation date: Not applicable |
| | | | |
Type of transaction: Agent Wells Fargo Securities, LLC, as to $12,000,000 principal amount of the Notes U.S. Bancorp Investments, Inc., as to $12,000,000 principal amount of the Notes MUFG Securities Americas Inc., as to $8,000,000 principal amount of the Notes CIBC Capital Markets, as to $8,000,000 principal amount of the Notes | | Make-whole redemption price: Yes ☒* No ☐ *Through June 4, 2046 Make-whole spread: 0.20% T+4 Delivery: It is expected that delivery of the notes will be made on or about the date specified above in Settlement Date, which will be the fourth business day (T+4) following the date hereof. UnderRule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in three business days (T+3), unless the parties to any such trade expressly agree otherwise. Accordingly, the purchasers who wish to trade the notes on the date hereof will be required to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes on the date hereof should consult their own advisors. |
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this pricing supplement or the accompanying prospectus or prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.