{"schema_version":"secwatch.filing_event.v1","accession":"0001140361-23-027660","form_type":"8-K","ticker":"MDU","cik":"0000067716","company_name":"MDU RESOURCES GROUP INC","filed_at":"2023-06-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:41.946501+00:00","generated_at":"2026-06-14T09:55:20.195266+00:00","sec_items":["1.01","1.02","2.01","2.03","5.02","7.01","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"MDU Resources completes spinoff of Knife River; 90% of KNF shares distributed","bullets":["Distribution effective May 31, 2023: MDU stockholders received 1 KNF share for every 4 MDU shares held on May 22.","MDU retained ~10% of KNF shares; intends to dispose via debt exchange, additional distributions, or sales.","Board reduced from 11 to 7 directors; four directors resigned to join Knife River board; new officers appointed.","New credit facilities: $150M 364-day revolver, $200M 5-year revolver, $375M term loan (fully drawn) to refinance debt.","Centennial debt prepaid in full; prior credit agreements and private placement notes terminated."],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-23-027660","json":"https://secwatch.observer/filing/0001140361-23-027660.json","markdown":"https://secwatch.observer/filing/0001140361-23-027660.md","text":"https://secwatch.observer/filing/0001140361-23-027660.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/ny20009287x1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T09:55:20.195266+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0babf6a3519ab4e9f47fb95b6caf4e70ba3c3e43","claim":"MDU RESOURCES GROUP INC incurred term loan of $375 million with U.S. Bank National Association maturing May 31, 2025.","evidence_excerpt":"(3) a term loan agreement with U.S. Bank as administrative agent and the several lenders party thereto providing for a commitment amount of $375 million and maturing on May 31, 2025","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"$375 million"},{"label":"Counterparty","value":"U.S. Bank National Association"},{"label":"Maturity","value":"May 31, 2025"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"9b83c40e11525c6de036c2c2906b7a0d2a79a916","claim":"MDU RESOURCES GROUP INC incurred revolving credit of $150 million with U.S. Bank National Association maturing May 29, 2024.","evidence_excerpt":"(1) a 364-day revolving credit agreement with U.S. Bank National Association (“U.S. Bank”) as administrative agent and the several lenders party thereto providing for a commitment amount of $150 million and maturing on May 29, 2024","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"revolving credit"},{"label":"Principal","value":"$150 million"},{"label":"Counterparty","value":"U.S. Bank National Association"},{"label":"Maturity","value":"May 29, 2024"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"cdf17ebee09972cf6074e5f017e2628cc2eb83f2","claim":"MDU RESOURCES GROUP INC incurred revolving credit of $200 million with U.S. Bank National Association maturing May 31, 2028.","evidence_excerpt":"(2) a five-year revolving credit agreement with U.S. Bank as administrative agent and the several lenders party thereto providing for an initial commitment amount of $200 million and maturing on May 31, 2028","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"revolving credit"},{"label":"Principal","value":"$200 million"},{"label":"Counterparty","value":"U.S. Bank National Association"},{"label":"Maturity","value":"May 31, 2028"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"255ccae03b","claim":"Patricia L. Moss resigned as director at MDU RESOURCES GROUP INC.","evidence_excerpt":"Karen B. Fagg, German Carmona Alvarez, Thomas Everist and Patricia L. Moss resigned from the Company’s board of directors and joined the board of directors of Knife River.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"258a8cb62e","claim":"Karen B. Fagg resigned as director at MDU RESOURCES GROUP INC.","evidence_excerpt":"Karen B. Fagg, German Carmona Alvarez, Thomas Everist and Patricia L. Moss resigned from the Company’s board of directors and joined the board of directors of Knife River.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"718b08e035","claim":"Paul R. Sanderson was appointed as Vice President, Chief Legal Officer, and Secretary at MDU RESOURCES GROUP INC.","evidence_excerpt":"Paul R. Sanderson was appointed as the Vice President, Chief Legal Officer, and Secretary of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Vice President, Chief Legal Officer, and Secretary"}],"fact_type":"executive_change"},{"claim_id":"75834c3504","claim":"Thomas Everist resigned as director at MDU RESOURCES GROUP INC.","evidence_excerpt":"Karen B. Fagg, German Carmona Alvarez, Thomas Everist and Patricia L. Moss resigned from the Company’s board of directors and joined the board of directors of Knife River.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"9000b6387f","claim":"Karl A. Liepitz resigned as Executive Officer at MDU RESOURCES GROUP INC.","evidence_excerpt":"Karl A. Liepitz and Trevor J. Hastings resigned from their positions as executive officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"92f9a13fc7","claim":"Rob L. Johnson was appointed as president of WBI Energy, Inc. at MDU RESOURCES GROUP INC.","evidence_excerpt":"Rob L. Johnson was appointed as the president of WBI Energy, Inc., the Company’s natural gas pipeline subsidiary.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"president of WBI Energy, Inc."}],"fact_type":"executive_change"},{"claim_id":"d095750ad4","claim":"German Carmona Alvarez resigned as director at MDU RESOURCES GROUP INC.","evidence_excerpt":"Karen B. Fagg, German Carmona Alvarez, Thomas Everist and Patricia L. Moss resigned from the Company’s board of directors and joined the board of directors of Knife River.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"director"}],"fact_type":"executive_change"},{"claim_id":"db20849402","claim":"Trevor J. Hastings resigned as Executive Officer at MDU RESOURCES GROUP INC.","evidence_excerpt":"Karl A. Liepitz and Trevor J. Hastings resigned from their positions as executive officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"8940bc7eb6db030a57b16fe4ec693908a9850146","claim":"MDU RESOURCES GROUP INC completed a disposition involving Knife River Corporation (closed 2023-05-31).","evidence_excerpt":"into a Separation and Distribution Agreement (the “Separation and Distribution Agreement”) with Knife River Corporation (formerly known as Knife River Holding Company) (“Knife River”) , pursuant to which the Company agreed to transfer its wholly owned subsidiary KRC Materials, Inc.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"disposition"},{"label":"Counterparty","value":"Knife River Corporation"},{"label":"Closing","value":"2023-05-31"}],"fact_type":"ma_transaction"},{"claim_id":"262125003094ef8f4aa7ebcff7a5a5deff772ff3","claim":"MDU RESOURCES GROUP INC entered into Term Loan Agreement with U.S. Bank National Association valued at $375 million (effective 2023-05-31).","evidence_excerpt":"(3) a term loan agreement with U.S. Bank as administrative agent and the several lenders party thereto providing for a commitment amount of $375 million and maturing on May 31, 2025 (the “Term Loan Agreement” and, together with the 364-Day Revolving Credit Agreement and the 5-Year Revolving Credit Agreement, the “New Credit Agreements”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"U.S. Bank National Association"},{"label":"Value","value":"$375 million"},{"label":"Effective","value":"2023-05-31"}],"fact_type":"material_agreement"},{"claim_id":"5def26a2f4a6c98bee858bf7784847b5794707a0","claim":"MDU RESOURCES GROUP INC entered into Separation and Distribution Agreement with Knife River Corporation (effective 2023-05-30).","evidence_excerpt":"On May 30, 2023, MDU Resources Group, Inc. (the “Company”) entered into a Separation and Distribution Agreement (the “Separation and Distribution Agreement”) with Knife River Corporation (formerly known as Knife River Holding Company) (“Knife River”), pursuant to which the Company agreed to transfer its wholly owned subsidiary KRC Materials, Inc. (formerly known as Knife River Corporation) to Knife River (the “Separation”) and distribute approximately 90% of the outstanding common stock of Knife River to the Company’s stockholders of record as of the close of business on May 22, 2023 (the “Distribution”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.85,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"supply"},{"label":"Counterparty","value":"Knife River Corporation"},{"label":"Effective","value":"2023-05-30"}],"fact_type":"material_agreement"},{"claim_id":"6602c6c3e312794d5600d216ff6eb8859f40ef81","claim":"MDU RESOURCES GROUP INC entered into 5-Year Revolving Credit Agreement with U.S. Bank National Association valued at $200 million (effective 2023-05-31).","evidence_excerpt":"(2) a five-year revolving credit agreement with U.S. Bank as administrative agent and the several lenders party thereto providing for an initial commitment amount of $200 million and maturing on May 31, 2028 (the “5-Year Revolving Credit Agreement”);","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"U.S. Bank National Association"},{"label":"Value","value":"$200 million"},{"label":"Effective","value":"2023-05-31"}],"fact_type":"material_agreement"},{"claim_id":"6d9b81b8c52317cb17147beddbb92145883fc977","claim":"MDU RESOURCES GROUP INC terminated Centennial Revolver with CEHI, LLC and U.S. Bank (effective 2023-05-31).","evidence_excerpt":"CEHI, LLC, a wholly owned subsidiary of the Company and the successor by merger to Centennial Energy Holdings, Inc. (“Centennial”), prepaid in full (the “Centennial Credit Agreement Prepayments”): (1) that certain Fifth Amended and Restated Credit Agreement, dated as of December 19, 2019, among Centennial, the several financial institutions from time to time party thereto, and U.S. Bank, as administrative agent (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Centennial Revolver”);","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"CEHI, LLC and U.S. Bank"},{"label":"Effective","value":"2023-05-31"}],"fact_type":"material_agreement"},{"claim_id":"a8fe4475bbd809eb5f3303d0b88b3e9dc0daca0b","claim":"MDU RESOURCES GROUP INC entered into 364-Day Revolving Credit Agreement with U.S. Bank National Association valued at $150 million (effective 2023-05-31).","evidence_excerpt":"on May 31, 2023 (the “Closing Date”), the Company entered into: (1) a 364-day revolving credit agreement with U.S. Bank National Association (“U.S. Bank”) as administrative agent and the several lenders party thereto providing for a commitment amount of $150 million and maturing on May 29, 2024 (the “364-Day Revolving Credit Agreement”);","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/67716/000114036123027660/0001140361-23-027660-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"U.S. Bank National Association"},{"label":"Value","value":"$150 million"},{"label":"Effective","value":"2023-05-31"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}