ONEOK (OKE) Announces $5.25B Notes Offering

ONEOK, Inc. (NYSE: OKE) today announced that it has priced an offering to sell $5.25 billion of senior notes, consisting of:

• $750 million of 3-year senior notes at a coupon of 5.550%.
• $750 million of 5-year senior notes at a coupon of 5.650%.
• $500 million of 7-year senior notes at a coupon of 5.800%.
• $1.50 billion of 10-year senior notes at a coupon of 6.050%.
• $1.75 billion of 30-year senior notes at a coupon of 6.625%.

The net proceeds from the offering, after deducting underwriting discounts, commissions and offering expenses, are expected to be approximately $5.20 billion. ONEOK intends to use the net proceeds to fund the cash consideration for the merger with Magellan Midstream Partners, L.P. and other merger related costs. ONEOK expects the notes offering to close on or about August 24, 2023, subject to the satisfaction of customary closing conditions.

The notes will be subject to a "special mandatory redemption" if the merger is not completed on or before May 14, 2024 (as such date may be extended under the Merger Agreement (as defined herein), the "Outside Date"), the merger is terminated prior to the Outside Date, or ONEOK notifies the trustee of the notes that it will not pursue the completion of the merger.

Goldman Sachs & Co. LLC, Barclays Capital Inc., BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., Scotia Capital (USA) Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC are acting as joint book-running managers for the offering.

CIBC World Markets Corp., Deutsche Bank Securities Inc., PNC Capital Markets LLC, Regions Securities LLC, SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc. are acting as senior co-managers for the offering. BOK Financial Securities, Inc., Academy Securities, Inc., Loop Capital Markets LLC and R. Seelaus & Co., LLC are acting as co-managers for the offering.

This news release is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

A registration statement relating to the notes was previously filed with, and became effective under the rules of, the Securities and Exchange Commission. ONEOK offered the notes to the public by means of a prospectus and prospectus supplement, which are part of the registration statement.

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