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EDE > SEC Filings for EDE > Form 8-K on 30-May-2013All Recent SEC Filings

Show all filings for EMPIRE DISTRICT ELECTRIC CO | Request a Trial to NEW EDGAR Online Pro

Form 8-K for EMPIRE DISTRICT ELECTRIC CO


30-May-2013

Entry into a Material Definitive Agreement, Creation of a Direct Fina


Item 1.01. Entry Into a Material Definitive Agreement.

On May 30, 2013, The Empire District Electric Company (the "Company") announced the settlement related to the Bond Purchase Agreement dated as of October 30, 2012, for a private placement of $30.0 million of 3.73% First Mortgage Bonds due 2033 and $120.0 million of 4.32% First Mortgage Bonds due 2043. The 3.73% First Mortgage Bonds will mature on May 30, 2033 and the 4.32% First Mortgage Bonds will mature on May 30, 2043, and interest will be payable semi-annually on the bonds on May 30 and November 30, commencing November 30, 2013.

The bonds are prepayable, at the Company's option, at any time prior to maturity, at par plus a make whole premium, together with accrued and unpaid interest, if any, to the prepayment date.

The terms of the bonds are set forth in the Bond Purchase Agreement, dated as of October 30, 2012, by and among the Company and the purchasers named therein, and the Thirty-Ninth Supplemental Indenture of Mortgage and Deed of Trust dated as of May 30, 2013, by and among the Company and The Bank of New York Mellon Trust Company, N.A., as principal trustee, and UMB Bank & Trust, N.A., as Missouri trustee.

The Company expects to use the proceeds from the sale of the bonds to redeem all $98,000,000 aggregate principal amount of the Company's Senior Notes, 4.50% Series due 2013 which mature on June 15, 2013, and for general corporate purposes.

The bonds have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any security.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Bond Purchase Agreement, dated as of October 30, 2012, attached as Exhibit 4.1 to the Company's Current Report on Form 8-K dated October 30, 2012, and the Thirty-Ninth Supplemental Indenture of Mortgage and Deed of Trust, dated as of May 30, 2013, attached hereto as Exhibit 4.2, each incorporated herein by reference.



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 in Item 1.01 is incorporated herein by reference.



Item 8.01. Other Events.

On May 30, 2013, the Company issued a press release announcing the issuance of the bonds. A copy of the press release is furnished herewith as Exhibit 99.1.




Item 9.01. Financial Statements and Exhibits.

(d)      Exhibits

4.1        Bond Purchase Agreement, dated as of October 30,
           2012, by and among the Company and the Purchasers
           named therein. (Incorporated by reference to
           Exhibit 4.1 to Current Report on Form 8-K dated
           October 30, 2012, and filed November 2, 2012, File
           No. 1-3368)

4.2        Thirty-Ninth Supplemental Indenture, dated as of May
           30, 2013, to the Indenture of Mortgage and Deed of
           Trust dated as of September 1, 1944, as amended and
           supplemented, by and among the Company, The Bank of
           New York Mellon Trust Company, N.A. and UMB Bank &
           Trust, N.A.

99.1       Press Release dated May 30, 2013.


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