The Empire District Electric Company Form of Purchase Agreement First Mortgage Bonds (Date)Purchase Agreement • August 1st, 2008 • Empire District Electric Trust Ii • Electric services • New York
We refer to the First Mortgage Bonds of The Empire District Electric Company (the “Company”), a Kansas corporation, covered by Registration Statement No. 333-______, which became effective on _________________ (the “Registration Statement”). On the basis of the representations, warranties and agreements contained in this Agreement, but subject to the terms and conditions herein set forth, the purchaser or purchasers named in Schedule A hereto (the “Purchasers”) agree to purchase, severally, and the Company agrees to sell to the Purchasers, severally, the respective principal amounts of the Company's First Mortgage Bonds referred to below (the “Purchased Bonds”) set forth opposite the name of each Purchaser on Schedule A hereto.
The Empire District Electric Company Form of Purchase Agreement Preference Stock (Date)Purchase Agreement • August 1st, 2008 • Empire District Electric Trust Ii • Electric services • New York
We refer to the Preference Stock, no par value, of The Empire District Electric Company (the “Company”), a Kansas corporation, covered by Registration Statement No. 333-________, which became effective on _________________ (the “Registration Statement”). On the basis of the representations, warranties and agreements contained in this Agreement, but subject to the terms and conditions herein set forth, the purchaser or purchasers named in Schedule A hereto (the “Purchasers”) agree to purchase, severally, and the Company agrees to sell to the Purchasers, severally, the respective numbers of shares of the Company’s Preference Stock referred to below (the “Firm Preference Stock”) set forth opposite the name of each Purchaser on Schedule A hereto. The Company also grants to the Purchasers an option to purchase _______ additional shares of the Company’s Preference Stock (the “Additional Preference Stock”) on the terms and conditions contained in this Agreement for the sole purpose of coverin
The Empire District Electric Company Form of Purchase Agreement Common StockPurchase Agreement • August 1st, 2008 • Empire District Electric Trust Ii • Electric services • New York
We refer to the Common Stock, $1.00 par value, of The Empire District Electric Company (the “Company”), a Kansas corporation, covered by Registration Statement No. 333-________, which became effective on _________________ (the “Registration Statement”). On the basis of the representations, warranties and agreements contained in this Agreement, but subject to the terms and conditions herein set forth, the purchaser or purchasers named in Schedule A hereto (the “Purchasers”) agree to purchase, severally, and the Company agrees to sell to the Purchasers, severally, the respective numbers of shares of the Company’s Common Stock referred to below (the “Firm Common Stock”) set forth opposite the name of each Purchaser on Schedule A hereto. The Company also grants to the Purchasers an option to purchase _______ additional shares of the Company’s Common Stock (the “Additional Common Stock”) on the terms and conditions contained in this Agreement for the sole purpose of covering over-allotments
The Empire District Electric Company Form of Purchase Agreement Unsecured Debt Securities (Date)Purchase Agreement • August 1st, 2008 • Empire District Electric Trust Ii • Electric services • New York
We refer to the unsecured debt securities of The Empire District Electric Company (the “Company”), a Kansas corporation, covered by Registration Statement No. 333-__________, which became effective on _______________ (the “Registration Statement”). On the basis of the representations, warranties and agreements contained in this Agreement, but subject to the terms and conditions herein set forth, the purchaser or purchasers named in Schedule A hereto (the “Purchasers”) agree to purchase, severally, and the Company agrees to sell to the Purchasers, severally, the respective principal amounts of the Company’s unsecured debt securities referred to below (the “Purchased Debt Securities”) set forth opposite the name of each Purchaser on Schedule A hereto.
Empire District Electric Trust [ ] Form of Purchase Agreement Trust Preferred Securities (Guaranteed by The Empire District Electric Company)Purchase Agreement • August 1st, 2008 • Empire District Electric Trust Ii • Electric services • New York
We refer to the trust preferred securities of Empire District Electric Trust [ ] (the “Trust”) covered by Registration Statement No. 333- , which became effective on _________________ (the “Registration Statement”). On the basis of the representations, warranties and agreements contained in this Agreement, but subject to the terms and conditions herein set forth, the purchaser or purchasers named in Schedule A hereto (the “Purchasers”) agree to purchase, severally, and the Trust agrees to sell to the Purchasers, severally, the respective liquidation amounts of the Trust’s trust preferred securities referred to below (the “Purchased Preferred Securities”) set forth opposite the name of each Purchaser on Schedule A hereto. The Purchased Preferred Securities will be guaranteed on a junior subordinated basis by The Empire District Electric Company (the “Company”) to the extent set forth in a guarantee agreement to be dated the Closing Date between the Company and Wells Fargo Bank, National
TRUST AGREEMENTTrust Agreement • August 1st, 2008 • Empire District Electric Trust Ii • Electric services • Delaware
This TRUST AGREEMENT, dated as of July 31, 2008 (this “Trust Agreement”), between (i) The Empire District Electric Company, a Kansas corporation (the “Depositor”), and (ii) Wells Fargo Bank, National Association, a national banking association, Wells Fargo Delaware Trust Company, a Delaware limited purpose trust company, William L. Gipson, and Gregory A. Knapp, each solely as trustee and not in its or his individual capacity, as trustees (the “Trustees”). The Depositor and the Trustees hereby agree as follows:
