Common use of No Shareholder Liability Clause in Contracts

No Shareholder Liability. The Declaration of Trust of the Company provides that no shareholder of the Company shall be held to any liability whatever for the payment of any sum of money, or for damages or otherwise, under any contract, obligation or undertaking made, entered into or issued by the trustees of the Company or by any officer, agent or representative elected or appointed by the trustees of the Company and no such contract, obligation or undertaking shall be enforceable against the trustees of the Company or any of them in their or his individual capacities or capacity and all such contracts, obligations and undertakings shall be enforceable only against the trustees of the Company as such, and every person, firm, association, trust and corporation having any claim or demand arising out of any such contract, obligation or undertaking shall look only to the trust estate for the payment or satisfaction thereof. Please confirm your agreement by having an authorized officer sign a copy of this Agreement in the space set forth below. Very truly yours, XXXXXX BROTHERS INC. X.X. XXXXXX SECURITIES INC. BANC OF AMERICA SECURITIES LLC BNY MELLON CAPITAL MARKETS, LLC XXXXX FARGO SECURITIES, LLC By: XXXXXX BROTHERS INC. By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Managing Director By: X.X. XXXXXX SECURITIES INC. By: /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Vice President As representatives of the Several Underwriters Accepted and agreed: NORTHEAST UTILITIES By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President and Treasurer SCHEDULE I Underwriters Principal Amount of Notes Xxxxxx Brothers Inc. $95,000,000.00 X.X. Xxxxxx Securities Inc. 95,000,000.00 Banc of America Securities LLC 20,000,000.00 BNY Mellon Capital Markets, LLC 20,000,000.00 Xxxxx Fargo Securities, LLC 20,000,000.00 TOTAL…………………………. $250,000,000.00 SCHEDULE II Complete list of all Issuer Free Writing Prospectuses used in connection with the offering of the Notes · Term sheet, dated June 2, 2008, attached hereto as Exhibit A, relating to the Notes. Exhibit A to Schedule II Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-141425 June 2, 2008 Northeast Utilities Pricing Term Sheet Issuer: Northeast Utilities Security: $250,000,000 5.65% Senior Notes, Series C, Due 2013 Maturity: June 1, 2013 Coupon: 5.65% Price to Public: 99.962% of principal amount Yield to Maturity: 5.659% Spread to Benchmark Treasury: +240 basis points Benchmark Treasury: 3.50% due May 31, 2013 Benchmark Treasury Yield: 3.259% Interest Payment Dates: June 1 and December 1, commencing December 1, 2008 Redemption Provisions Make-whole call: At any time at a discount rate of Treasury plus 35 basis points Settlement: June 5, 2008 (T+ 3) CUSIP: 664397 AG1 Ratings: Baa2 by Xxxxx’x Investors Service BBB- by Standard & Poor’s Ratings Services BBB by Fitch Ratings Joint Book-Running Managers: Xxxxxx Brothers Inc. X.X. Xxxxxx Securities Inc. Co-Managers: Banc of America Securities LLC BNY Mellon Capital Markets, LLC Xxxxx Fargo Securities, LLC Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Xxxxxx Brothers Inc. toll free at 000-000-0000 or X.X. Xxxxxx Securities Inc. collect at (000) 000-0000. SCHEDULE III Closing Date and Location: 10:00 a.m., New York time June 5, 2008 Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Purchase Price for the Notes: 99.362% of the principal amount thereof

Appears in 1 contract

Samples: Underwriting Agreement (Northeast Utilities)

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No Shareholder Liability. The Declaration of Trust of the Company provides that no shareholder of the Company shall be held to any liability whatever for the payment of any sum of money, or for damages or otherwise, under any contract, obligation or undertaking made, entered into or issued by the trustees of the Company or by any officer, agent or representative elected or appointed by the trustees of the Company and no such contract, obligation obligation, or undertaking shall be enforceable against the trustees of the Company or any of them in their or his individual capacities or capacity and all such contracts, obligations and undertakings shall be enforceable only against the trustees of the Company as such, and every person, firm, association, trust and corporation having any claim or demand arising out of any such contract, obligation or undertaking shall look only to the trust estate for the payment or satisfaction thereof. Please confirm your agreement by having an authorized officer sign a copy of this Agreement in the space set forth below. Very truly yours, XXXXXX BROTHERS INC. X.X. XXXXXX SECURITIES INC. BANC OF AMERICA SECURITIES LLC BNY MELLON CAPITAL MARKETS, LLC XXXXX FARGO SECURITIES, LLC EVERSOURCE ENERGY By: XXXXXX BROTHERS /s/ Xxxxxx X. X’Xxxx Xxxxxx X. X’Xxxx Assistant Treasurer – Corporate Finance and Cash Management [UNDERWRITING AGREEMENT] Accepted and Agreed: CITIGROUP GLOBAL MARKETS INC. By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Managing Director By: Vice President X.X. XXXXXX SECURITIES INC. LLC By: /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Vice President As representatives of the Several Underwriters Accepted and agreed: NORTHEAST UTILITIES RBC CAPITAL MARKETS, LLC By: /s/ Xxxxx X. Xxxxx Xxxxxxxx Name: Xxxxx X. Xxxxx Xxxxxxxx Title: Vice President and Treasurer Authorized Signatory TD SECURITIES (USA) LLC By: /s/ Wei-Xxxx Xxx Name: Wei-Xxxx Xxx Title: Managing Director XXXXX FARGO SECURITIES, LLC By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Director [UNDERWRITING AGREEMENT] SCHEDULE I 2.50% Senior Notes, Series I, Due 2021 Underwriters Principal Amount of Notes Xxxxxx Brothers Securities Citigroup Global Markets Inc. $95,000,000.00 30,000,000 X.X. Xxxxxx Securities Inc. 95,000,000.00 Banc of America Securities LLC 20,000,000.00 BNY Mellon $30,000,000 RBC Capital Markets, LLC 20,000,000.00 $30,000,000 TD Securities (USA) LLC $30,000,000 Xxxxx Fargo Securities, LLC 20,000,000.00 TOTAL$30,000,000 PNC Capital Markets LLC $22,000,000 U.S. Bancorp Investments, Inc. $22,000,000 The Xxxxxxxx Capital Group, L.P. $6,000,000 Total…………………………. …….………… $250,000,000.00 200,000,000 SCHEDULE II Complete list of all Issuer Free Writing Prospectuses used in connection with the offering of the Notes Securities · Term sheet, dated June 2January 3, 20082018, attached hereto as Exhibit A, relating A to the Notesthis Schedule II. Exhibit A to Schedule II Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-141425 June 2211062 January 3, 2008 Northeast Utilities 2018 EVERSOURCE ENERGY Pricing Term Sheet Issuer: Northeast Utilities Eversource Energy Security: $250,000,000 5.652.50% Senior Notes, Series CI, Due 2013 Maturitydue 2021 (the “Notes”), which will be part of the same series of debt securities issued on March 10, 2016 by the Issuer in the amount of $250,000,000 (the “ Existing Notes”) Principal Amount: June 1$200,000,000 (for an aggregate principal amount outstanding of $450,000,000, 2013 together with the Existing Notes) Maturity Date: March 15, 2021 Coupon: 5.652.50% Benchmark Treasury: 1.875% due December 15, 2020 Benchmark Treasury Price to Public/ Yield: 99.962% of principal amount Yield to Maturity: 5.65999-18 ¾ / 2.020% Spread to Benchmark Treasury: +240 42 basis points Benchmark TreasuryYield to Worst: 3.502.440% due May 31Price to Public: Accrued Interest: 100.177% of the principal amount, 2013 Benchmark Treasury Yield: 3.259% plus accrued interest from September 15, 2017 $1,569,444.44 Interest Payment Dates: June 1 Semi-annually on March 15 and December 1September 15 of each year, commencing December 1on March 15, 2008 2018. The interest payment on March 15, 2018 will include accrued interest from September 15, 2017 Redemption Provisions Provisions: Make-whole call: At call at any time prior to February 15, 2021 (one month prior to the Maturity Date) at a discount rate of Treasury plus 35 20 basis points Settlementand on or after such date at par Trade Date: June 5January 3, 2008 2018 Settlement Date*: Qualified Reopening: Concurrent Debt Offering: January 8, 2018 (T+ T+3) The offering of the Notes is expected to qualify as a “qualified reopening” of the Existing Notes under the United States Treasury Regulations. See “Certain United States Federal Income Tax Consequences” in the Preliminary Prospectus Supplement dated January 3) CUSIP, 2018. The Issuer is also offering $450,000,000 of its 3.30% Senior Notes, Series M, Due 2028. CUSIP / ISIN: 664397 AG1 30040W AA6 / US30040WAA62 Ratings**: Baa2 by Xxxxx’x Investors Service BBB- by Standard & Poor’s [Ratings Services BBB by Fitch Ratings Omitted] Joint Book-Running Managers: Xxxxxx Brothers Citigroup Global Markets Inc. X.X. Xxxxxx Securities Inc. Co-Managers: Banc of America Securities LLC BNY Mellon RBC Capital Markets, LLC TD Securities (USA) LLC Xxxxx Fargo Securities, LLC PNC Capital Markets LLC U.S. Bancorp Investments, Inc. Co-Manager: The Xxxxxxxx Capital Group, L.P. * Pursuant to Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes in the secondary market prior to the date that is two business days before the settlement date will be required, by virtue of the fact that the notes initially will settle T+3 (on January 8, 2018) to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of notes who wish to trade notes prior to the date that is two business days before the settlement date should consult their own advisors. ** Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Xxxxxx Brothers Inc. toll free at 000-000-0000 or X.X. Xxxxxx Securities Inc. collect at (000) 000-0000. SCHEDULE III Closing Date and Location: 10:00 a.m., New York time June 5, 2008 Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Purchase Price for the Notes: 99.362% of the principal amount thereof.

Appears in 1 contract

Samples: Underwriting Agreement (Eversource Energy)

No Shareholder Liability. The Declaration of Trust of the Company provides that no shareholder of the Company shall be held to any liability whatever for the payment of any sum of money, or for damages or otherwise, under any contract, obligation or undertaking made, entered into or issued by the trustees of the Company or by any officer, agent or representative elected or appointed by the trustees of the Company and no such contract, obligation obligation, or undertaking shall be enforceable against the trustees of the Company or any of them in their or his individual capacities or capacity and all such contracts, obligations and undertakings shall be enforceable only against the trustees of the Company as such, and every person, firm, 6477224 association, trust and corporation having any claim or demand arising out of any such contract, obligation or undertaking shall look only to the trust estate for the payment or satisfaction thereof. 6477224 Please confirm your agreement by having an authorized officer sign a copy of this Agreement in the space set forth below. Very truly yours, NORTHEAST UTILITIES By: /S/ XXXXXX BROTHERS X. XXXXX Xxxxxx X. Xxxxx Vice President and Treasurer Accepted and Agreed: BARCLAYS CAPITAL INC. X.X. By:/S/ XXXXXX SECURITIES INC. BANC OF AMERICA SECURITIES LLC BNY MELLON X. XXXXX Name: Xxxxxx X. Xxxxx Title: Managing Director XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED By:/S/ XXXXX X. XXXXXX Name: Xxxxx X. Xxxxxx Title: Managing Director RBC CAPITAL MARKETS, LLC By:/S/ XXXXX FARGO SECURITIES, LLC By: XXXXXX BROTHERS INC. By: /s/ Xxxx Xxxxxxx X. XXXXXXXX Name: Xxxx Xxxxxxx Xxxxx X. Xxxxxxxx Title: Managing Director By: X.X. XXXXXX SECURITIES INC. By: /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Vice President As representatives of the Several Underwriters Accepted and agreed: NORTHEAST UTILITIES By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President and Treasurer 6477224 SCHEDULE I 1.60% Senior Notes, Series G, Due 2018 Underwriters Principal Amount of Notes Xxxxxx Brothers Securities Barclays Capital Inc. $95,000,000.00 X.X. 30,000,000 Xxxxxxx Lynch, Pierce, Xxxxxx Securities Inc. 95,000,000.00 Banc of America Securities LLC 20,000,000.00 BNY Mellon & Xxxxx Incorporated $30,000,000 RBC Capital Markets, LLC 20,000,000.00 Xxxxx Fargo Securities$30,000,000 X.X. Xxxxxx Securities LLC $26,250,000 Mitsubishi UFJ Securities (USA), LLC 20,000,000.00 TOTALInc. $26,250,000 Xxxxxx X. Xxxxxxx & Company, Inc. $7,500,000 Total…………………………. …….………… $250,000,000.00 150,000,000 3.15% Senior Notes, Series H, Due 2025 Underwriters Principal Amount of Securities Barclays Capital Inc. $60,000,000 Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated $60,000,000 RBC Capital Markets, LLC $60,000,000 X.X. Xxxxxx Securities LLC $52,500,000 Mitsubishi UFJ Securities (USA), Inc. $52,500,000 Xxxxxx X. Xxxxxxx & Company, Inc. $15,000,000 Total……………………………….………… $300,000,000 6477224 SCHEDULE II Complete list of all Issuer Free Writing Prospectuses used in connection with the offering of the Notes Securities · Term sheet, dated June 2January 12, 20082015, attached hereto as Exhibit A, relating to the 1.60% Senior Notes, Series G, Due 2018. · Term sheet, dated January 12, 2015, attached hereto as Exhibit B, relating to the 3.15% Senior Notes, Series H, Due 2025. 6477224 Exhibit A to Schedule II Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-141425 June 2188345 January 12, 2008 Northeast Utilities 2015 NORTHEAST UTILITIES Pricing Term Sheet Issuer: Northeast Utilities Security: $250,000,000 5.65% 150,000,000 Senior Notes, Series CG, Due 2013 Maturity2018 Maturity Date: June 1January 15, 2013 2018 Coupon: 5.651.60% Price to Public: 99.96299.880% of principal amount Yield to Maturity: 5.6591.641% Spread to Benchmark Treasury: +240 1.00% due December 15, 2017 Spread to Treasury: +75 basis points Benchmark Treasury: 3.50% due May 31, 2013 Benchmark Treasury Price / Yield: 3.259100-10 / 0.891% Interest Payment Dates: June 1 Semi-annually on January 15 and December 1July 15 of each year, commencing December 1on July 15, 2008 2015 Redemption Provisions Provisions: Make-whole call: At call at any time at a discount rate of Treasury plus 35 12.5 basis points SettlementTrade Date: June 5January 12, 2008 (T+ 3) CUSIP2015 Settlement Date: January 15, 2015 Concurrent Debt Offering: The Issuer is also offerng $300,000,000 of its 3.15% Senior Notes, Series H, Due 2025. CUSIP / ISIN: 664397 AG1 AL0 / US664397AL09 Ratings*: Baa2 by Xxxxx’x Investors Service BBB- by Standard & Poor’s [Ratings Services BBB by Fitch Ratings omitted] Joint Book-Running Managers: Barclay's Capital Inc. Xxxxxxx Lynch, Pierce, Xxxxxx Brothers Inc. X.X. Xxxxxx & Xxxxx Incorporated RBC Capital Markets Mitsubishi UFJ Securities (USA), Inc. Co-ManagersManager: Banc of America Securities LLC BNY Mellon Capital MarketsXxxxxx X. Xxxxxxx & Company, LLC Xxxxx Fargo Securities, LLC Inc. * Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus, as supplemented) with the Securities and Exchange Commission (SEC) SEC for the offering to which this communication relates. Before you invest, you should read the prospectus (as supplemented) in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC 6477224 Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus (as supplemented) if you request it by calling Barclays Capital Inc. toll-free at (000) 000-0000; Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated toll-free at (000) 000-0000; or RBC Capital Markets, LLC toll-free at (000) 000-0000. 6477224 Exhibit B to Schedule II Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-188345 January 12, 2015 NORTHEAST UTILITIES Pricing Term Sheet Issuer: Northeast Utilities Security: $300,000,000 Senior Notes, Series H, Due 2025 Maturity Date: January 15, 2025 Coupon: 3.15% Price to Public: 99.898% Yield to Maturity: 3.162% Benchmark Treasury: 2.25% due November 15, 2024 Spread to Treasury: +125 basis points Benchmark Treasury Price / Yield: 103-01+ / 1.912% Interest Payment Dates: Semi-annually on January 15 and July 15 of each year, commencing on July 15, 2015 Redemption Provisions: Make-whole call at any time prior to October 15, 2024 at a discount rate of Treasury plus 20 basis points and, thereafter at par Trade Date: January 12, 2015 Settlement Date: January 15, 2015 Concurrent Debt Offering: The Issuer is also offerng $150,000,000 of its 1.60% Senior Notes, Series G, Due 2018. CUSIP / ISIN: 664397 AM8 / US664397AM81 Ratings*: [Ratings omitted] Joint Book-Running Managers: Barclay's Capital Inc. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated RBC Capital Markets Mitsubishi UFJ Securities (USA), Inc. Co-Manager: Xxxxxx X. Xxxxxxx & Company, Inc. * Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus, as supplemented) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus (as supplemented) in that registration statement and other documents the issuer has filed with the SEC for more complete information about the 6477224 issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus (as supplemented) if you request it by calling Xxxxxx Brothers Barclays Capital Inc. toll toll-free at (000) 000-0000; Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated toll-free at (000) 000-0000 0000; or X.X. Xxxxxx Securities Inc. collect RBC Capital Markets, LLC toll-free at (000) 000-0000. 6477224 SCHEDULE III Closing Date and Location: 10:00 a.m., New York time June 5January 15, 2008 Pillsbury Xxxxxxxx Xxxx 0000 Xxxxxx, Hall & Xxxxxxx LLP 0000 Xxxxxxxx Xxx XxxxXxxxxxxxxxxxx Xxxxx Xxxxxx, Xxx Xxxx XX 00000 Purchase Price for the 1.60% Senior Notes, Series G, Due 2018: 99.36299.530% of Purchase Price for the principal amount thereof3.15% Senior Notes, Series H, Due 2025: 99.248%

Appears in 1 contract

Samples: Underwriting Agreement (Northeast Utilities)

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No Shareholder Liability. The Declaration of Trust of the Company provides that no shareholder of the Company shall be held to any liability whatever for the payment of any sum of money, or for damages or otherwise, under any contract, obligation or undertaking made, entered into or issued by the trustees of the Company or by any officer, agent or representative elected or appointed by the trustees of the Company and no such contract, obligation obligation, or undertaking shall be enforceable against the trustees of the Company or any of them in their or his individual capacities or capacity and all such contracts, obligations and undertakings shall be enforceable only against the trustees of the Company as such, and every person, firm, association, trust and corporation having any claim or demand arising out of any such contract, obligation or undertaking shall look only to the trust estate for the payment or satisfaction thereof. Please confirm your agreement by having an authorized officer sign a copy of this Agreement in the space set forth below. Very truly yours, XXXXXX BROTHERS INC. X.X. XXXXXX SECURITIES INC. BANC OF AMERICA SECURITIES LLC BNY MELLON CAPITAL MARKETS, LLC XXXXX FARGO SECURITIES, LLC EVERSOURCE ENERGY By: XXXXXX BROTHERS /s/ Xxxxxx X. X’Xxxx Xxxxxx X. X’Xxxx Assistant Treasurer – Corporate Finance and Cash Management [UNDERWRITING AGREEMENT] Accepted and Agreed: CITIGROUP GLOBAL MARKETS INC. By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Managing Director By: Vice President X.X. XXXXXX SECURITIES INC. LLC By: /s/ Xxxxxx Xxxxxxxxx Name: Xxxxxx Xxxxxxxxx Title: Vice President As representatives of the Several Underwriters Accepted and agreed: NORTHEAST UTILITIES RBC CAPITAL MARKETS, LLC By: /s/ Xxxxx X. Xxxxx Xxxxxxxx Name: Xxxxx X. Xxxxx Xxxxxxxx Title: Vice President and Treasurer Authorized Signatory TD SECURITIES (USA) LLC By: /s/ Wei-Xxxx Xxx Name: Wei-Xxxx Xxx Title: Managing Director XXXXX FARGO SECURITIES, LLC By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Director [UNDERWRITING AGREEMENT] SCHEDULE I 3.30% Senior Notes, Series M, Due 2028 Underwriters Principal Amount of Notes Xxxxxx Brothers Securities Citigroup Global Markets Inc. $95,000,000.00 67,500,000 X.X. Xxxxxx Securities Inc. 95,000,000.00 Banc of America Securities LLC 20,000,000.00 BNY Mellon $67,500,000 RBC Capital Markets, LLC 20,000,000.00 $67,500,000 TD Securities (USA) LLC $67,500,000 Xxxxx Fargo Securities, LLC 20,000,000.00 TOTAL$67,500,000 PNC Capital Markets LLC $49,500,000 U.S. Bancorp Investments, Inc. $49,500,000 The Xxxxxxxx Capital Group, L.P. $13,500,000 Total…………………………. …….………… $250,000,000.00 450,000,000 SCHEDULE II Complete list of all Issuer Free Writing Prospectuses used in connection with the offering of the Notes Securities · Term sheet, dated June 2January 3, 20082018, attached hereto as Exhibit A, relating A to the Notesthis Schedule II. Exhibit A to Schedule II Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-141425 June 2211062 January 3, 2008 Northeast Utilities 2018 EVERSOURCE ENERGY Pricing Term Sheet Issuer: Northeast Utilities Eversource Energy Security: $250,000,000 5.653.30% Senior Notes, Series CM, Due 2013 Maturitydue 2028 Principal Amount: June 1$450,000,000 Maturity Date: January 15, 2013 2028 Coupon: 5.653.30% Benchmark Treasury: 2.250% due November 15, 2027 Benchmark Treasury Price to Public/ Yield: 99.962% of principal amount Yield to Maturity: 5.65998-06 / 2.458% Spread to Benchmark Treasury: +240 85 basis points Benchmark TreasuryYield to Maturity: 3.503.308% due May 31, 2013 Benchmark Treasury YieldPrice to Public: 3.25999.932% of the principal amount Interest Payment Dates: June 1 Semi-annually on January 15 and December 1July 15 of each year, commencing December 1on July 15, 2008 2018. Redemption Provisions Provisions: Make-whole call: At call at any time prior to October 15, 2027 (three months prior to the Maturity Date) at a discount rate of Treasury plus 35 15 basis points Settlementand on or after such date at par Trade Date: June 5January 3, 2008 2018 Settlement Date*: January 8, 2018 (T+ 3T+3) CUSIPConcurrent Debt Offering: 664397 AG1 The Issuer is also issuing $200,000,000 of its 2.50% Senior Notes, Series I, due 2021. CUSIP / ISIN: 30040W AE8 / US30040WAE84 Ratings**: Baa2 by Xxxxx’x Investors Service BBB- by Standard & Poor’s [Ratings Services BBB by Fitch Ratings Omitted] Joint Book-Running Managers: Xxxxxx Brothers Citigroup Global Markets Inc. X.X. Xxxxxx Securities Inc. Co-Managers: Banc of America Securities LLC BNY Mellon RBC Capital Markets, LLC TD Securities (USA) LLC Xxxxx Fargo Securities, LLC PNC Capital Markets LLC U.S. Bancorp Investments, Inc. Co-Manager: The Xxxxxxxx Capital Group, L.P. * Pursuant to Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes in the secondary market prior to the date that is two business days before the settlement date will be required, by virtue of the fact that the notes initially will settle T+3 (on January 8, 2018) to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of notes who wish to trade notes prior to the date that is two business days before the settlement date should consult their own advisors. ** Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Xxxxxx Brothers Inc. toll free at 000-000-0000 or X.X. Xxxxxx Securities Inc. collect at (000) 000-0000. SCHEDULE III Closing Date and Location: 10:00 a.m., New York time June 5, 2008 Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Purchase Price for the Notes: 99.362% of the principal amount thereof.

Appears in 1 contract

Samples: Underwriting Agreement (Eversource Energy)

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