Vectren 2012 Annual Report Download - page 98

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At December 31,
(In millions) 2012 2011
Vectren Capital Corp.
Fixed Rate Senior Unsecured Notes
2012, 5.13% — 25.0
2012, 7.43% — 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 75.0
2019, 7.30% 60.0 60.0
2025, 4.53% 50.0 50.0
Variable Rate Term Loan
2015, current adjustable rate 1.22% 100.0 —
Total Vectren Capital Corp. 450.0 410.0
Other Long-Term Notes Payable 1.4 4.1
Total long-term debt outstanding 1,661.5 1,524.2
Current maturities of long-term debt (106.4) (62.7)
Short-term borrowings refinanced in 2012 — 100.0
Unamortized debt premium & discount - net (1.7) (1.9)
Total long-term debt-net $ 1,553.4 $ 1,559.6
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Vectren Capital 2012 Term Loan
On November 1, 2012, Vectren Capital entered into a $100 million three year term loan agreement. Loans under the term loan
agreement bear interest at either a Eurodollar rate or base rate plus a fixed adder, as defined in the loan agreement. Interest
periods are variable and may range from seven days to six months. The proceeds from this debt transaction were used to repay
short-term borrowings outstanding under Vectren Capital's credit facility. The loan agreement is guaranteed by Vectren
Corporation and includes customary representations, warranties and covenants, including a leverage covenant consistent with
leverage covenants contained in other Vectren Capital borrowing arrangements.
Utility Holdings 2012 Debt Transactions
On February 1, 2012, Utility Holdings issued $100 million of senior unsecured notes at an interest rate of 5.00 percent per
annum and with a maturity date of February 3, 2042. The notes were sold to various institutional investors pursuant to a private
placement note purchase agreement executed in November 2011 with a delayed draw feature. These senior notes are
unsecured and jointly and severally guaranteed by Utility Holdings’ regulated utility subsidiaries, SIGECO, Indiana Gas, and
VEDO. The proceeds from the sale of the notes, net of issuance costs, totaled approximately $99.5 million. These notes have
no sinking fund requirements and interest payments are due semi-annually. These notes contain customary representations,
warranties and covenants, including a leverage covenant consistent with leverage covenants contained in other Utility Holdings’
borrowing arrangements. As of December 31, 2011, the Company has reclassified $100 million of short-term borrowings as
long-term debt to reflect those borrowings were refinanced with the proceeds received.
On December 20, 2012, Utility Holdings entered into a private placement note purchase agreement pursuant to which
institutional investors have agreed to purchase the following tranches of notes: (i) $45 million 3.20 percent Senior Guaranteed
Notes, due June 5, 2028 and (ii) $80 million 4.25 percent Senior Guaranteed Notes, due June 5, 2043. The notes will be
unconditionally guaranteed by Indiana Gas Company, Inc., Southern Indiana Gas and Electric Company and Vectren Energy
Delivery of Ohio, Inc. Subject to the satisfaction of customary conditions precedent, this financing is scheduled to close on or
about June 5, 2013. The proceeds received from the issuance of these notes will be used to refinance existing indebtedness
that matures or is callable in 2013 and for general corporate purposes.