Current Report Filing (8-k)
16 9월 2022 - 5:16AM
Edgar (US Regulatory)
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2022-09-15
2022-09-15
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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): September 15, 2022
NSTAR ELECTRIC COMPANY
(Exact name of registrant as specified in its charter)
Massachusetts |
1-02301 |
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: (800) 286-5000
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):
| ¨ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
None |
None |
None |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth
company ¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
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 September 15, 2022,
NSTAR Electric Company, doing business as Eversource Energy (“NSTAR Electric”), issued $400,000,000 aggregate principal amount
of its 4.95% Debentures due 2052 (“Debentures”) pursuant to an Underwriting Agreement, dated September 12, 2022, between
NSTAR Electric and BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and U.S. Bancorp Investments, 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., formerly known as The
Bank of New York 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. 333-264278-02).
The Debentures mature on September 15,
2052 and bear interest at 4.95%, payable semi-annually on each March 15 and September 15, commencing on March 15, 2023.
Interest on the Debentures will accrue from September 15, 2022 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. |
Exhibit
Number |
|
Description |
1.1 |
|
Underwriting Agreement, dated September 12, 2022, between NSTAR Electric Company, doing business as Eversource Energy, and BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and U.S. Bancorp Investments, Inc., as representatives of the several Underwriters named therein. |
4.1 |
|
Form of 4.95% Debenture due 2052. |
5.1 |
|
Legal opinion of Ropes & Gray LLP relating to the validity of the Debentures. |
23.1 |
|
Consent of Ropes & Gray LLP (included in Exhibit 5.1) |
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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) |
|
|
|
September 15, 2022 |
By: |
/s/ Emilie G.
O’Neil |
|
|
Emilie G. O’Neil |
|
|
Assistant Treasurer-Corporate Finance and Cash Management |
NSTAR Electric (PK) (USOTC:NSARO)
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