SPIRE INC 8-K

What Happened

• Spire Inc. (through wholly owned subsidiary Spire Midstream LLC) announced on April 14, 2026 that it entered a Membership Interest Purchase Agreement to sell all membership interests in Belle Butte LLC to Subterra Energy Holdings, LLC, an affiliate of I Squared Capital. Spire furnished a related press release on April 15, 2026.
• The buyer will acquire Belle Butte LLC, which owns 100% of Spire Storage West LLC (Uinta County, Wyoming storage) and Spire Storage Salt Plains LLC (Grant County, Oklahoma storage). The purchase price is $600 million in cash at closing plus $50 million in deferred consideration payable on or before September 2027, subject to customary adjustments. Closing is expected in the second half of Spire’s fiscal 2026 and is subject to HSR antitrust and other regulatory review.

Key Details

• Seller: Spire Midstream LLC (wholly owned subsidiary of Spire Inc.); Buyer: Subterra Energy Holdings, LLC (I Squared affiliate).
• Consideration: $600 million cash at closing + $50 million deferred (payable by Sept 2027), subject to customary adjustments.
• Assets sold: Belle Butte LLC and its subsidiaries operating underground natural gas storage in Wyoming and Oklahoma.
• Approvals/conditions: Representation and warranty insurance–style reps, customary closing conditions, post-closing covenants, and Hart-Scott-Rodino/other regulatory review.

Why It Matters

• This is a material divestiture of Spire’s underground gas storage assets and will generate immediate cash proceeds (plus deferred payment) that will affect Spire’s capital/resources once the transaction closes. The deal’s completion is subject to regulatory approval and customary closing conditions, so timing and accounting impacts will be realized upon closing in fiscal 2026. Investors should watch for further disclosures on use of proceeds, any adjustments at closing, and effects on Spire’s future financial results.