UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 20, 2015 (November 18, 2015)
NSTAR ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
Massachusetts | 1-2301 | 04-1278810 |
(State or other jurisdiction of organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
800 Boylston Street Boston, Massachusetts | 02199 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (617) 424-2000
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 2 Financial Information
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On November 18, 2015, NSTAR Electric Company, doing business as Eversource Energy (“NSTAR Electric”), issued $250,000,000 aggregate principal amount of its 3.25% Debentures due November 15, 2025 (“Debentures”) pursuant to an Underwriting Agreement, dated November 13, 2015, between NSTAR Electric and Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Mitsubishi UFJ Securities (USA), Inc. and Mizuho Securities USA Inc., as representatives of the several Underwriters named therein. The Debentures were issued under an indenture dated as of September 1, 1988, between NSTAR Electric (formerly Boston Edison Company) and The Bank of New York Mellon Trust Company, N.A. (as successor to The Bank of New York, as successor to Bank of Montreal Trust Company), as trustee. NSTAR Electric has registered its Debentures with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, pursuant to a Registration Statement on Form S-3 (Commission File No. 333-188345-03).
The Debentures mature on November 15, 2025 and bear interest at 3.25%, payable semiannually on each May 15 and November 15, commencing on May 15, 2016. Interest on the Debentures will accrue from November 18, 2015, and will be computed on the basis of a 360-day year consisting of twelve 30-day months.
Section 9
Financial Statements and Exhibits
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit Number | Description |
1 | Underwriting Agreement, dated November 13, 2015, between NSTAR Electric Company, doing business as Eversource Energy, and Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Mitsubishi UFJ Securities (USA), Inc. and Mizuho Securities USA Inc., as representatives of the several Underwriters named therein.
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4 | Form of 3.25% Debenture due November 15, 2025.
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5 | Legal opinion of Kerry J. Tomasevich, Esq. (including consent). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
NSTAR ELECTRIC COMPANY
(Registrant)
November 20, 2015
By:
/S/ PHILIP J. LEMBO
Philip J. Lembo
Vice President and Treasurer
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EXHIBIT INDEX
Exhibit Number | Description |
1 | Underwriting Agreement, dated November 13, 2015, between NSTAR Electric Company, doing business as Eversource Energy, and Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Mitsubishi UFJ Securities (USA), Inc. and Mizuho Securities USA Inc., as representatives of the several Underwriters named therein.
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4 | Form of 3.25% Debenture due November 15, 2025.
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5 | Legal opinion of Kerry J. Tomasevich. Esq. (including consent). |
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