Allegheny Power 2014 Annual Report Download - page 47

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The following table summarizes the borrowing sub-limits for each borrower under the Facilities, the limitations on short-term
indebtedness applicable to each borrower under current regulatory approvals and applicable statutory and/or charter limitations,
as of December 31, 2014:
Borrower
FirstEnergy
Revolving
Credit Facility
Sub-Limit
FES/AE Supply
Revolving
Credit Facility
Sub-Limit
FET Revolving
Credit Facility
Sub-Limit
Regulatory and
Other Short-Term
Debt Limitations
(In millions)
FE $ 3,500 $ — $ — $ — (1)
FES — 1,500 — — (2)
AE Supply — 1,000 — — (2)
FET — — 1,000 — (1)
OE 500 — — 500 (3)
CEI 500 — — 500 (3)
TE 500 — — 500 (3)
JCP&L 600 — — 850 (3)
ME 300 — — 500 (3)
PN 300 — — 300 (3)
WP 200 — — 200 (3)
MP 500 — — 500 (3)
PE 150 — — 150 (3)
ATSI — — 500 500 (3)
Penn 50 — — 50 (3)
TrAIL — — 400 400 (3)
(1) No limitations.
(2) No limitation based upon blanket financing authorization from the FERC under existing market-based rate tariffs.
(3) Includes amounts which may be borrowed under the regulated companies' money pool.
The entire amount of the FES/AE Supply Facility, $600 million of the FE Facility and $225 million of the FET Facility, subject to each
borrower’s sub-limit, is available for the issuance of LOCs (subject to borrowings drawn under the Facilities) expiring up to one year
from the date of issuance. The stated amount of outstanding LOCs will count against total commitments available under each of
the Facilities and against the applicable borrower’s borrowing sub-limit.
The Facilities do not contain provisions that restrict the ability to borrow or accelerate payment of outstanding advances in the event
of any change in credit ratings of the borrowers. Pricing is defined in “pricing grids,” whereby the cost of funds borrowed under the
Facilities is related to the credit ratings of the company borrowing the funds, other than the FET Facility, which is based on its
subsidiaries' credit ratings. Additionally, borrowings under each of the Facilities are subject to the usual and customary provisions
for acceleration upon the occurrence of events of default, including a cross-default for other indebtedness in excess of $100 million.
As of December 31, 2014, the borrowers were in compliance with the financial covenants associated with the applicable debt to
total capitalization ratios under the respective Facilities.
Term Loans
On March 31, 2014, FE executed, and fully utilized, a new $1 billion variable rate term loan credit agreement with a maturity date
of March 31, 2019. The initial borrowing under the term loan, which took the form of a Eurodollar rate advance, may be converted
from time to time, in whole or in part, to alternate base rate advances or other Eurodollar rate advances. The proceeds from this
term loan reduced borrowings under the FE Facility. Additionally, FE has a $200 million variable rate term loan, for which the maturity
was extended in December 2014 for an additional year to December 31, 2016. The term loan contains covenants and other terms
and conditions substantially similar to FE's $1 billion variable rate term loan entered into on March 31, 2014 and FE's existing
revolving credit facility, including the same consolidated debt to total capitalization ratio requirement.
As of December 31, 2014, FE was in compliance with the financial covenants associated with the applicable debt to total capitalization
ratios under each of these term loans.