“Reference Treasury Dealer” means each of (1) J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, and their respective successors, unless any of them ceases to be a primary U.S. Government securities dealer in New York City (a “Primary Treasury Dealer”), in which case we will substitute another Primary Treasury Dealer and (2) any other Primary Treasury Dealers that we may select.
Supplemental Plan of Distribution and Terms Agreement:
We have entered into a terms agreement with the purchasers of the Notes with respect to the Notes. The purchasers are committed to take and pay for all of the Notes if any are purchased. Subject to certain conditions, each purchaser has severally agreed to purchase the principal amount of the Notes indicated in the table below:
| | | | |
Name | | Principal Amount of Notes | |
J.P. Morgan Securities LLC | | $ | 55,200,000 | |
Wells Fargo Securities, LLC | | | 59,800,000 | |
KeyBanc Capital Markets Inc. | | | 34,500,000 | |
MUFG Securities Americas Inc. | | | 34,500,000 | |
U.S. Bancorp Investments, Inc. | | | 34,500,000 | |
BofA Securities, Inc. | | | 11,500,000 | |
Total | | $ | 230,000,000 | |
| | | | |
The Notes sold by the purchasers to the public will initially be offered at the initial price to the public set forth on the cover of this pricing supplement. Any Notes sold by the purchasers to securities dealers may be sold at a discount from the initial price to the public of up to0.45% of the principal amount of the Notes. Any such securities dealers may resell any Notes purchased from the purchasers to certain other brokers or dealers at a discount from the initial price to the public of up to0.30% of the principal amount of the Notes.
Some of the purchasers or their affiliates (i) participate in our commercial paper program and may from time to time hold our commercial paper and (ii) are lenders and/or agents under our credit agreement, dated as of November 6, 2015, as amended by the First Amendment to the Credit Agreement, dated as of December 6, 2019.
Interest Payment Dates:
We will make interest payments on the Notes on March 1 and September 1 of each year, commencing September 1, 2020, and at maturity. The record date for the March 1 payment of interest will be February 15 and the record date for the September 1 payment of interest will be August 15.
Use of Proceeds:
The purchasers will pay the proceeds from the sale of the Notes, net of the purchasers’ discount, to us in immediately available funds. After our receipt of these proceeds, the Notes will be credited to the purchasers’ accounts at The Depository Trust Company free of payment.
We estimate that we will receive net proceeds from the sale of the Notes of approximately $259.2 million, after deducting all applicable discounts, including the purchasers’ discount, and estimated offering expenses. The expenses of the sale of the Notes, not including discounts, are estimated at $700,000 and are payable by us. We anticipate using the net proceeds from the sale of the Notes to pay at or prior to maturity $100 million of our 3.40% first mortgage bonds due November 1, 2020 and to fund a portion of our capital requirements, or for other general corporate purposes.
Certain United States Federal Income Tax Considerations:
The following supplements the discussion under the “Certain United States Federal Income Tax Considerations” section of the Prospectus Supplement regarding the United States federal income tax treatment of the Notes, and is subject to the limitations and exceptions set forth therein. Any tax disclosure in the Prospectus Supplement or this pricing supplement is of a general nature only, is not exhaustive of all possible tax considerations and is not intended
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