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EE > SEC Filings for EE > Form 8-K on 6-Dec-2012All Recent SEC Filings

Show all filings for EL PASO ELECTRIC CO /TX/ | Request a Trial to NEW EDGAR Online Pro

Form 8-K for EL PASO ELECTRIC CO /TX/


6-Dec-2012

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.
Issuance of $150 million of Senior Notes

On December 6, 2012, El Paso Electric Company (the "Company") closed its issuance and sale of $150,000,000 aggregate principal amount of its 3.30% Senior Notes due 2022 (the "Senior Notes") pursuant to an underwriting agreement dated December 3, 2012 (the "Underwriting Agreement") between the Company and J.P. Morgan Securities LLC and Mitsubishi UFJ Securities (USA), Inc. The Senior Notes were issued pursuant to an Indenture dated as of May 1, 2005 between the Company and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as successor to JPMorgan Chase Bank, National Association, as trustee (the "Trustee"), and as amended by the First Supplemental Indenture dated as of May 19, 2008 between the Company and the Trustee, and as further supplemented by a Securities Resolution No. 3 approved by the Pricing Committee of the Board of Directors of the Company, dated December 3, 2012. The terms and conditions of the Senior Notes are contained in Securities Resolution No. 3, to which a form of the global note representing the Senior Notes is attached. The offering of the Senior Notes has been registered under the Securities Act of 1933 (the "Act") pursuant to a Registration Statement on Form S-3 (Reg. No. 333- 178319) filed with the Securities and Exchange Commission under the Act, which became automatically effective upon filing on December 5, 2011. Copies of the Underwriting Agreement, Securities Resolution No. 3, the opinion of Duggins Wren Mann & Romero, LLP regarding the validity of the Senior Notes, and the opinion of Davis Polk & Wardwell LLP regarding the validity of the Senior Notes, are attached hereto as Exhibits 1.1, 4.1, 5.1 and 5.2, respectively.



Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit
Number   Description
1.1      Underwriting Agreement, dated December 3, 2012, between the Company and
         J.P. Morgan Securities LLC and Mitsubishi UFJ Securities (USA), Inc.
4.1      Securities Resolution No. 3 approved by the Pricing Committee of the
         Board of Directors of the Company, dated December 3, 2012
5.1      Opinion of Duggins Wren Mann & Romero, LLP
5.2      Opinion of Davis Polk & Wardwell LLP
23.1     Consent of Duggins Wren Mann & Romero, LLP (contained in Exhibit 5.1)
23.2     Consent of Davis Polk & Wardwell LLP (contained in Exhibit 5.2)


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