N.H. Admin. Code § Puc 705.04

Current through Register No. 50, December 12, 2024

Section Puc 705.04 - F-4 Authority to Issue Securities

(a) Each utility shall file form "F-4 Authority to Issue Securities" with the commission and the department when it seeks authority to issue securities.

(b) A utility shall include on form F-4 the following:

(1) A petition which shall include:

a. A caption identifying the form as "Form F-4 Authority to Issue Securities" and the name of the company;

b. A description of authorized and outstanding long-term debt and capital stock;

c. The amount of short-term notes outstanding;

d. A clause giving a description and the amount of new securities, to whom issued, the interest rates if known and the date of the indenture mortgage under which the debt is to be issued;

e. A description of what the proceeds will be used for;

f. A list of exhibits attached to the petition;

g. A certification statement as contained in (e) below; and

h. The petitioner's prayer asking for the relief requested;

(2) Exhibit 1, an application for leave to issue securities pursuant to RSA 369:3 that includes a statement in reasonable detail of any proposed additions, construction or working capital requirements together with any proposed construction budget;

(3) Exhibit 2, providing a statement showing the estimated cost of financing including, for example, legal costs, printing, documentary tax, trustee services, and financial services;

(4) Exhibit 3, consisting of a current balance sheet adjusted for financing with journal entries and explanations for actual, adjustments, and as adjusted;

(5) Exhibit 4, consisting of a current income statement adjusted for financing including new interest, depreciation and taxes with entries for actual, adjustments and as adjusted;

(6) Exhibit 5, consisting of a statement of capitalization ratios after giving effect to the proposed financing; and

(7) Exhibit 6, consisting of a weighted average cost of debt.

(c) The utility shall also provide the following:

(1) A copy of the purchase and sale agreement for long-term financing including any letter of commitment from a lender stating the details of financing;

(2) A copy of the mortgage indenture;

(3) A copy of terms of the new common or preferred stock;

(4) An appropriate authorizing resolution of petitioner's stockholders or other group or body whose consent is necessary to authorize the petitioner to enter into the new financing; and

(5) An original and 6 copies of the petition and exhibits.

(d) By submitting or signing a form F-4 petition, the persons shall agree to comply with the certification requirement as set forth in (e) below.

(e) Each utility shall provide, in connection with a form F-4 "Petition for Authority to Issue Securities", a certification which shall provide as follows:

"The petitioner utility company believes and, therefore, alleges that the securities to be issued will be consistent with public good and that it is entitled to issue said securities under RSA 369 for the purposes set forth in its petition."

N.H. Admin. Code § Puc 705.04

Derived from Number 10, Filed March 7, 2024, Proposed by #3889, Effective 4/22/2024, Expires 4/22/2034 (See Revision Note # 1 and Revision Note #2 at chapter heading for Puc 700).