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Item 1.01
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Entry into a Material Definitive Agreement.
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Uncommitted Line of Credit
On December 15, 2016, Avangrid, Inc. (the “Corporation”) entered into an Offer for a U.S. $50,000,000 Uncommitted
Line of Credit for Standby Letters of Credit (the “Agreement”) with Crédit Agricole Corporate and Investment Bank (“Crédit Agricole”), pursuant to which the Corporation may request Crédit Agricole to issue
standby financial and performance letters of credit for general corporate purposes.
Subject to the terms thereof, amounts outstanding
under the letters of credit must be repaid by the Corporation no later than (i) the date that is twelve (12) months after the date of issuance of a financial letter of credit and (ii) the date that is five (5) years after the date of
issuance of a performance letter of credit. The aggregate amount of letters of credit outstanding shall not exceed $50 million and the Corporation may request performance lines of credit in increments of at least $10 million. Because the lines of
credit are uncommitted, Crédit Agricole is not obligated to make advances thereunder, and the Corporation incurs no commitment fees; however, the Corporation will pay a commission on each individual letter of credit at a rate to be agreed
upon at the issuance of each such letter of credit.
The foregoing description is only a summary of the material provisions of the
Agreement and does not purport to be complete and is qualified in its entirety by reference to the provisions in such Agreement, a copy of which will be filed by the Corporation as an exhibit to its Annual Report on Form 10-K for the period ending
December 31, 2016.
Supplemental Indenture
On December 19, 2016, the Corporation, UIL Holdings Corporation (“UIL”), a wholly-owned subsidiary of the Corporation, and The
Bank of New York Mellon, as Trustee, entered into the Third Supplemental Indenture (the “Supplemental Indenture”), dated as of December 19, 2016, whereby the Corporation has replaced UIL as the obligor under the indenture dated as of
October 7, 2010 (the “Indenture”) between UIL and The Bank of New York Mellon relating to $450 million in aggregate principal amount of 4.625% Notes due 2020 issued by the predecessor company to UIL (“Predecessor UIL”) in
2010. Under the terms of the Indenture, as supplemented, the Corporation will pay interest on the notes every April 1 and October 1, and the notes will mature on October 1, 2020. The Corporation may redeem the notes at any time at the redemption
price described in the Indenture, as supplemented. The notes are unsecured and rank equally with all of the Corporation’s other unsecured and unsubordinated indebtedness from time to time outstanding. In an Event of Default that is continuing,
the trustee or the holders of at least 25% in aggregate principal amount of the outstanding notes may accelerate the payment of the entire principal amount of the notes, together with all accrued and unpaid interest. The Indenture and the First
Supplemental Indenture between Predecessor UIL and The Bank of New York Mellon, dated October 7, 2010, were filed by Predecessor UIL as Exhibits 4.1 and 4.2, respectively, to Predecessor UIL’s Current Report on Form 8-K filed with the
Securities and Exchange Commission (the “SEC”) on October 7, 2010 (File
No. 001-15052).
The Second Supplemental Indenture among Predecessor UIL, Green Merger Sub, Inc. (now, UIL Holdings
Corporation) and the Bank of New York Mellon, as trustee, dated as of December 16, 2015 was filed as Exhibit 4.2 to the Corporation’s Current Report on Form 8-K filed with the SEC on December 18, 2015.
The foregoing description is only a summary of the material provisions of the Supplemental Indenture and does not purport to be complete and
is qualified in its entirety by reference to the provisions in such Supplemental Indenture, a copy of which will be filed by the Corporation as an exhibit to its Annual Report on Form 10-K for the year ending December 31, 2016.