Item 1.01 Entry into a Material Definitive Agreement.
TNMP First Mortgage Bonds
On
The Series 2022C Bonds were issued pursuant to TNMP's First Mortgage Indenture
dated as of
Interest on the Series 2022C Bonds is payable semiannually on
The Series 2022C Indenture contains events of default customary for such a transaction, including, without limitation: failure to pay interest on any Security (as defined in the Series 2022C Indenture) for sixty days after becoming due; failure to pay the principal of or premium on any Security when due; failure to comply with or breach of any covenant or warranty contained in the Series 2022C Indenture, subject to a ninety day cure period after written notice of default has been delivered; and certain events relating to reorganization, bankruptcy and insolvency of TNMP. If an "Event of Default" (as defined in the Series 2022C Indenture) occurs and is continuing, the Trustee or the holders of not less than thirty-three percent in principal amount of the Securities then outstanding may declare the principal amount of all Securities then outstanding to be immediately due and payable.
In addition, the Seventeenth Supplemental Indenture contains bond repurchase events (subject to a fifteen day cure period), including, without limitation: actions by TNMP or any Controlled Entity (as defined in the Seventeenth Supplemental Indenture) which subject a Series 2022C Bond holder to terrorism sanctions regulations; the sale or lease of TNMP's assets in excess of specified thresholds during any calendar year; defaults in respect to obligations relating to certain debt; failure to deliver to each institutional investor Series 2022C Bond holder certain financial and business information related to TNMP; failure to maintain a ratio of consolidated indebtedness to consolidated capitalization of less than or equal to 0.65 to 1.0; and material misrepresentations of any representation or warranty contained in the Seventeenth Supplemental Indenture. If a "Bond Repurchase Event" (as defined in the Seventeenth Supplemental Indenture) occurs and is continuing, TNMP must repurchase the Series 2022C Bonds for a purchase price equal to the aggregate principal amount of the Series 2022C Bonds then outstanding, plus all accrued and unpaid interest thereon and a make-whole amount determined for the Bond Repurchase Event date with respect to such principal amount.
The Seventeenth Supplemental Indenture further includes a provision whereby a
change in control in TNMP or
The above description of the Series 2022C Indenture does not purport to be a complete statement of the parties' rights and obligations thereunder. Such description is qualified in its entirety by reference to the Seventeenth Supplemental Indenture,
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a copy of which is attached to this Current Report on Form 8-K as Exhibit 4.1, and the First Mortgage Indenture, as previously amended and supplemented, and as previously filed, each of which is incorporated herein by reference. The form of Series 2022C Bonds, which is included as a part of the Seventeenth Supplemental Indenture, is incorporated herein by reference.
The Series 2022C Bonds are not registered under the Securities Act and may not
be offered or sold in
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 4.1 S eventeenth Supplemental Indenture, dated as of July 28, 2022, between Texas-New Mexico Power Company and U.S. Bank Trust Com pany, National Association, as Trustee. 4.2 F orm of TNMP 2022 C Bonds (in cluded in Exhibit 4.1). 104 Cover Page Interactive Data File (embedded within Inline XBRL document).
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