Filing under Rule 424(b)(2)
Registration No. 333-214496
CALCULATION OF REGISTRATION FEE
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Title of Each Class of Securities to be Registered | Maximum Aggregate Offering Price | Amount of Registration Fee (1) | ||
Secured Medium-Term Notes, Series B | $100,000,000 | $11,590 | ||
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(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. 2
dated September 6, 2017
(To prospectus dated November 8, 2016
and prospectus supplement dated November 8, 2016)
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 CE 4
Secured ☒ Unsecured ☐
Principal amount: $25,000,000
Issue price: 100.00%
Net proceeds to Company: $24,850,000
Repayable at the option of holder:
Yes ☐ No ☒
Repayment date: | Not applicable | |
Repayment price: | Not applicable | |
Election period: | Not applicable |
Selling agents: | RBC Capital Markets, LLC | |
TD Securities (USA) LLC | ||
MUFG Securities Americas Inc. |
Type of transaction: Principal
RBC Capital Markets, LLC , as to $10,000,000
principal amount of the Notes
TD Securities (USA) LLC , as to $10,000,000
principal amount of the Notes
MUFG Securities Americas Inc., as to $5,000,000
principal amount of the Notes
Stated interest rate: 2.822%
Maturity date: September 13, 2027
Settlement date: September 13, 2017
Interest payment dates: March 13 and September 13, commencing March 13, 2018
Regular record dates: February 26 and August 29
Redeemable: Yes ☒ No ☐
In whole ☐
In whole or in part ☒
Fixed redemption price: Yes ☒ No ☐
Initial redemption date: June 13, 2027
Initial redemption price: 100.00%
Reduction percentage: Not applicable
Redemption limitation date: Not applicable
Make-whole redemption price: Yes ☒* No ☐
* | Through June 12, 2027, at par thereafter |
Make-whole spread: 0.15%
T+5 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 fifth business day (T+5) following the date hereof. Under Rule15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days (T+2), unless the parties to any such trade expressly agree otherwise. Accordingly, the purchasers who wish to trade the notes on the date hereof or on the following two business days 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 or on the following two business days 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 CF 1
Secured ☒ Unsecured ☐
Principal amount: $75,000,000
Issue price: 100.00%
Net proceeds to Company: $74,437,500
Repayable at the option of holder:
Yes ☐ No ☒
Repayment date: | Not applicable | |
Repayment price: | Not applicable | |
Election period: | Not applicable |
Selling agents: | RBC Capital Markets, LLC | |
TD Securities (USA) LLC | ||
MUFG Securities Americas Inc. |
Type of transaction: Principal
RBC Capital Markets, LLC , as to $30,000,000
principal amount of the Notes
TD Securities (USA) LLC , as to $30,000,000
principal amount of the Notes
MUFG Securities Americas Inc., as to $15,000,000
principal amount of the Notes
Stated interest rate: 3.685%
Maturity date: September 13, 2047
Settlement date: September 13, 2017
Interest payment dates: March 13 and September 13, commencing March 13, 2018
Regular record dates: February 26 and August 29
Redeemable: Yes ☒ No ☐
In whole ☐
In whole or in part ☒
Fixed redemption price: Yes ☒ No ☐
Initial redemption date: March 13, 2047
Initial redemption price: 100.00%
Reduction percentage: Not applicable
Redemption limitation date: Not applicable
Make-whole redemption price: Yes ☒* No ☐
* | Through March 12, 2047, at par thereafter |
Make-whole spread: 0.15%
T+5 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 fifth business day (T+5) following the date hereof. Under Rule15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days (T+2), unless the parties to any such trade expressly agree otherwise. Accordingly, the purchasers who wish to trade the notes on the date hereof or on the following two business days 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 or on the following two business days 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.