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On
May 15, 2008, Central Vermont Public Service Corporation (the "Company")
issued $60,000,000 aggregate principal amount of its First Mortgage 6.83%
Bonds, Series UU due May 15, 2028 (the "Bonds"). The Bonds were
issued pursuant to the Company's Indenture of Mortgage dated as of October
1, 1929, as amended and supplemented by supplemental indentures, including
the Forty-Sixth Supplemental Indenture, dated as of May 1, 2008 (the
"Supplemental Indenture"), from the Company to U.S. Bank National
Association, as trustee ("Trustee")(the "Indenture"). The
Indenture is a first mortgage lien on substantially all of the Company's
utility properties. The Company will record the Supplemental
Indenture in the towns where it owns property to evidence the related
security interest. The Company's issuance of the Bonds was
approved by the Vermont Public Service Board by order entered April 23,
2008 in Docket No. 7421. The Company will use the proceeds of
this offering to repay a $53,000,000 Term Note with KeyBank National
Association and for other general corporate purposes.
The
Bonds carry an interest rate of 6.83% per annum, which is payable
semi-annually on May 15 and November 15, commencing November 15,
2008. The Bonds are redeemable at the option of the Company in
whole, or in part, at any time, in an amount not less than 5% of the
aggregate principal amount of the Bonds then outstanding in the case of a
partial redemption, upon the notice and in the manner provided in Article
Twelve of the Indenture, at 100% of the principal amount of the Bonds to
be redeemed and interest thereon to the redemption date plus a premium
equal to the "Make-Whole Amount"
(
as defined the
Supplemental Indenture. The Indenture, the Bonds and the
Supplemental Indenture contain customary events of default. If
an "Event of Default" (as defined in the Indenture) occurs and is
continuing, the Trustee or the "holders of Bonds" (as defined in the
Indenture) of not less than 25% in aggregate principal amount of the Bonds
outstanding may declare the principal amount of all the Bonds to be due
and payable immediately. A copy of the Supplemental Indenture,
which sets forth the terms of the Bonds, is attached hereto as Exhibit 4.7
and is incorporated herein by reference. A copy of the 44th
Supplemental Indenture, dated as June 15, 2004, which amended and restated
the Indenture in its entirety, is on file with the SEC as Exhibit 4.4
(originally 4-63, Form 10-Q, June 30, 2004, File No. 1-8222) , and is
incorporated herein by reference.
The
Bonds were issued in a private placement in reliance on exemptions from
registration under the Securities Act of 1933, as amended, pursuant to the
terms of the Bond Purchase Agreement, dated May 15, 2008, among the
Company and the 10 institutional investors listed on Schedule A thereto
(the "Bond Purchase Agreement"). Other than in respect of the
of the Bond Purchase Agreement, the Company does not have any material
relationship with the institutional investors listed on Schedule A (except
to the extent such institutional investors or their affiliates may hold
other series of the Company's First Mortgage Bonds or common
stock). The Bond Purchase Agreement is attached hereto as
Exhibit 4.8 and is incorporated herein by
reference.
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