Item 1.01 Entry into a Material Definitive Agreement.
On
This Credit Facility replaces and supersedes the prior revolving credit facility
entered into by the Borrowers with a syndicate of banks on
Under the terms of the Credit Facility, each joint borrower has a maximum
borrowing entitlement, or sublimit, which can be periodically adjusted to
address specific short-term capital funding needs, subject to the maximum limit
established by the banks. The Company's maximum sublimit is
Borrower Maximum Sublimit NYSEG$ 700,000,000 RGE$ 300,000,000 CMP$ 200,000,000 UI$ 250,000,000 CNG$ 150,000,000 SCG$ 150,000,000 BGC$ 50,000,000
PNM (following the PNM joinder effective date)
The Credit Facility contains no rating triggers that would cause default, acceleration or puts but does contain rating sensitive pricing and pricing that is sensitive to the Borrower's consolidated greenhouse gas emissions intensity. The Credit Facility also contains negative covenants, including one that sets the ratio of maximum allowed consolidated debt to consolidated total capitalization at 0.65 to 1.00, for each Borrower.
Under the Credit Facility, each of the borrowers will pay an annual facility fee
that is dependent on their credit rating. The initial facility fees will range
from 10 to 22.5 basis points. The maturity date for the Credit Facility is
The description above is only a summary of the material provisions of the Credit Facility and does not purport to be complete and is qualified in its entirety by reference to the provisions in such Credit Facility, a copy of which is attached hereto as Exhibit 10.1.
Item 1.02 Termination of a Material Definitive Agreement.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 1.02.
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Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of the Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit No. Description 10.1 Revolving Credit Agreement, dated as ofNovember 23, 2021 amongAvangrid, Inc. ,New York State Electric & Gas Corporation ,Rochester Gas and Electric Corporation ,Central Maine Power Company ,The United Illuminating Company ,Connecticut Natural Gas Corporation ,The Southern Connecticut Gas Company ,The Berkshire Gas Company , the several lenders from time to time parties thereto,Mizuho Bank, Ltd. , as Administrative Agent,MUFG Bank, LTD. , Banco Bilbao Vizcaya Argentaria, S.A.New York Branch andSantander Bank, N.A ., as Co-Documentation Agents,Bank of America, N.A . andJPMorgan Chase Bank, N.A ., as Co-Syndication Agents, Banco Bilbao Vizcaya Argentaria, S.A.New York Branch, as Sustainability Agent, andMizuho Bank, Ltd. ,BOFA Securities, Inc. ,JPMorgan Chase Bank, N.A .,MUFG Bank, LTD. ,BBVA Securities Inc. , andSantander Bank, N.A ., as Joint Lead Arrangers and Joint Bookrunners. 104 Cover page Interactive Data File (embedded within the Inline XBRL document) 3
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