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EGAS > SEC Filings for EGAS > Form 8-K on 30-Oct-2012All Recent SEC Filings

Show all filings for GAS NATURAL INC.

Form 8-K for GAS NATURAL INC.


30-Oct-2012

Entry into a Material Definitive Agreement, Creation of a Direct Financial Oblig


Item 1.01 Entry Into a Material Definitive Agreement.

On October 24, 2012, the Ohio utility subsidiaries of Gas Natural Inc. ("Gas Natural"), Orwell Natural Gas Company ("Orwell"), Northeast Ohio Natural Gas Corp. ("NEO"), and Brainard Gas Corp. ("Brainard," and together with Orwell and NEO, the "Ohio Utilities"), issued a Senior Secured Guaranteed Note in the amount of $2.989 million (the "Note"). The Note was placed with SunLife Assurance Company of Canada ("SunLife"), pursuant to a third amendment (the "Amendment"), to the original Note Purchase Agreement dated as of November 1, 2010, by and among the Ohio Utilities, Great Plains Natural Gas Company, Lightning Pipeline Company, Inc., Gas Natural and SunLife. The Note will bear an interest rate of 4.15%, compounded semi-annually, and it matures on June 1, 2017.

The Note is a joint obligation of the Ohio Utilities and is guaranteed by Gas Natural's non-regulated Ohio and North Carolina subsidiaries. The Note is subject to other customary loan covenants and default provisions. An event of default, if not cured, would require us to immediately pay the outstanding principal balance of the Note as well as any and all interest and other payments due. An event of default would also entitle SunLife to exercise certain rights with respect to the collateral that secures the indebtedness incurred under the Note.

The Note, the Amendment and other related documents to this transaction are attached to this Form 8-K as exhibits. The description of the agreements above is a summary and is qualified by the full text of the attached documents.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosures set forth under Item 1.01 of this current report on Form 8-K are incorporated by reference herein.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.                                  Description

10.1              Omnibus Third Amendment, Supplement and Joinder to Note Purchase
                  Agreement and Collateral Documents dated October 24, 2012, by and
                  among Northeast Ohio Natural Gas Corp., Orwell Natural Gas
                  Company, Brainard Gas Corp., Great Plains Natural Gas Company,
                  Lightning Pipeline Company, Inc., Spelman Pipeline Holdings LLC,
                  Kidron Pipeline, LLC, Gas Natural Service Company, LLC, Gas
                  Natural Inc., Independence Oil, L.L.C., Independence Oil Real
                  Estate 1, L.L.C., Independence Oil Real Estate 2, L.L.C.,
                  Independence Oil Real Estate 3, L.L.C., and Sun Life Assurance
                  Company of Canada.


--------------------------------------------------------------------------------
10.2      Senior Secured Guaranteed Note Agreement, dated October 24, 2012, by and
          among Northeast Ohio Natural Gas Corp, Orwell Natural Gas Co., and
          Brainard Gas Corp., and Sun Life Assurance Company of Canada.

10.3      Joinder Agreement, dated October 24, 2012, by and among Independence
          Oil, L.L.C., Independence Oil Real Estate 1, L.L.C., Independence Oil
          Real Estate 2, L.L.C., Independence Oil Real Estate 3, L.L.C., and Sun
          Life Assurance Company of Canada.

10.4      Addendum to Pledge Agreement, dated October 24, 2012, by and among
          Independence Oil, L.L.C., Independence Oil Real Estate 1, L.L.C.,
          Independence Oil Real Estate 2, L.L.C., Independence Oil Real Estate 3,
          L.L.C., and Sun Life Assurance Company of Canada.

10.5      Addendum to Security Agreement, dated October 24, 2012, by and among
          Independence Oil, L.L.C., Independence Oil Real Estate 1, L.L.C.,
          Independence Oil Real Estate 2, L.L.C., Independence Oil Real Estate 3,
          L.L.C., and Sun Life Assurance Company of Canada.

99.1      Press Release dated October 24, 2012.


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