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EDE > SEC Filings for EDE > Form 8-K on 2-Nov-2012All Recent SEC Filings




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

Item 1.01. Entry Into a Material Definitive Agreement.

On October 30, 2012, The Empire District Electric Company (the "Company") entered into a 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 delayed settlement of all $150.0 million of bonds is anticipated to occur on or about May 30, 2013. Assuming the settlement occurs on May 30, 2013, 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.

Once issued, the bonds will be 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 will be set forth in the Thirty-Ninth Supplemental Indenture of Mortgage and Deed of Trust to be dated on or about 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 matures on June 15, 2013, and for general corporate purposes.

The bonds will not be 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 Press Release 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 hereto as Exhibit 4.1.

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 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.

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