Vectren 2010 Annual Report Download - page 93

91
A
t December 31,
(In millions) 2010 2009
Vectren Capital Corp.
Fixed Rate Senior Unsecured Notes
2010, 4.99% - 25.0
2010, 7.98% - 22.5
2012, 5.13% 25.0 25.0
2012, 7.43% 35.0 35.0
2014, 6.37% 30.0 30.0
2015, 5.31% 75.0 75.0
2016, 6.92% 60.0 60.0
2017, 3.48% 75.0 -
2019, 7.30% 60.0 60.0
2025, 4.53% 50.0 -
Total Vectren Capital Corp. 410.0 332.5
Other Long-Term Notes Payable 1.1 1.2
Total long-term debt outstanding 1,718.2 1,642.5
Current maturities of long-term debt (250.7) (48.0)
Debt subject to tender (30.0) (51.3)
Unamortized debt premium & discount - net (2.3) (2.7)
Total long-term debt-net 1,435.2$ 1,540.5$
Vectren Capital Corp. 2010 Debt Issuance
On December 15, 2010, the Company and Vectren Capital Corp. (Vectren Capital), its wholly-owned subsidiary, executed a
private placement Note Purchase Agreement pursuant to which various institutional investors purchased the following tranches
of notes from Vectren Capital: (i) $75 million 3.48% Senior Notes, Series A due 2017, and (ii) $50 million 4.53% Senior Notes,
Series B due 2025. These Senior Notes are unconditionally guaranteed by Vectren. These notes have no sinking fund
requirements and interest payments are due semi-annually. The proceeds from the sale of the notes, net of issuance costs,
totaled approximately $124.2 million. The notes contain customary representations, warranties and covenants, including a
leverage covenant consistent with leverage covenants contained in other Vectren Capital borrowing arrangements.
Vectren Capital Corp. 2009 Debt Issuance
On March 11, 2009, Vectren and Vectren Capital, executed a private placement Note Purchase Agreement (the “2009 Note
Purchase Agreement”) pursuant to which various institutional investors purchased the following tranches of notes from Vectren
Capital: (i) $30 million in 6.37 percent senior notes, Series A due 2014, (ii) $60 million in 6.92 percent senior notes, Series B due
2016 and (iii) $60 million in 7.30 percent senior notes, Series C due 2019. These senior notes are unconditionally guaranteed by
Vectren, the parent of Vectren Capital. These notes have no sinking fund requirements and interest payments are due semi-
annually. The proceeds from the sale of the notes, net of issuance costs, totaled approximately $149.0 million. The 2009 Note
Purchase Agreement contains customary representations, warranties and covenants, including a leverage covenant consistent
with that contained in other Vectren Capital borrowing arrangements. On March 11, 2009, Vectren and Vectren Capital also
entered into a first amendment with respect to prior note purchase agreements for the remaining outstanding Vectren Capital
debt, other than the $22.5 million series due in 2010, to conform the covenants in certain respects to those contained in the
2009 Note Purchase Agreement.
Utility Holdings 2009 Debt Issuance
On April 7, 2009, Utility Holdings entered into a private placement Note Purchase Agreement pursuant to which institutional
investors purchased from Utility Holdings $100 million in 6.28 percent senior unsecured notes due April 7, 2020 (2020 Notes).
The 2020 Notes are guaranteed by Utility Holdings’ three utilities: SIGECO, Indiana Gas, and VEDO. These guarantees are
full and unconditional and joint and several. The proceeds from the sale of the 2020 Notes, net of issuance costs, totaled
approximately $99.5 million. The 2020 Notes have no sinking fund requirements and interest payments are due semi-annually.
The 2020 Notes contain customary representations, warranties and covenants, including a leverage covenant consistent with
leverage covenants contained in other Utility Holdings’ borrowing arrangements.