SPIRE INC 8-K

What Happened

• On April 21, 2026, Spire EnergySouth Inc. (a Spire Inc. subsidiary) signed a Stock Purchase Agreement to sell all shares of Spire Mississippi Inc. to Delta Mississippi Gas Company, LLC. The purchase price is $75.0 million, subject to customary purchase price adjustments. Closing is expected in the first quarter of Spire’s fiscal 2027 and is conditioned on regulatory approval from the Mississippi Public Service Commission (MPSC) and other customary closing conditions. Spire furnished a related press release on April 22, 2026.

Key Details

• Purchase price: $75.0 million (subject to adjustment).
• Execution date: April 21, 2026; press release filed April 22, 2026.
• Closing timing: expected in Spire’s FY2027 Q1, subject to MPSC approval.
• Termination protections: Purchaser may terminate if MPSC approval includes a “Burdensome Condition”; if certain qualifying terminations occur, Purchaser must pay a reverse termination fee equal to 10% of the purchase price ($7.5M). Except for intentional fraud, that fee is Seller’s sole remedy against Purchaser under the agreement.

Why It Matters

• This is a material divestiture of Spire’s Mississippi regulated natural gas utility business; closing would remove the business from Spire’s utility footprint and provide net proceeds (subject to adjustments).
• The deal requires state regulatory approval, which can affect timing, terms, or whether the transaction closes. Investors should watch for MPSC decisions and any future filings disclosing how proceeds will be used or the transaction’s impact on Spire’s financials and regulated operations.