ITC Holdings Corp.: debt financing — ITC Holdings issues $400M 5.650% senior notes due 2034 to refinance maturing debt

ITC Holdings Corp.

$400M aggregate principal of 5.650% senior notes due May 9, 2034; interest payable semi-annually.
Proceeds used to partially redeem $400M of 3.65% notes due June 15, 2024, plus general corporate purposes.
Notes are senior unsecured, rank equally with existing unsecured debt and structurally subordinated to subsidiary obligations.
Make-whole redemption at Treasury rate +20 bps before Feb 9, 2034; after that at par.
No S-3 registration; offered to QIBs under Rule 144A and to non-U.S. persons under Regulation S.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

ITC Holdings Corp. incurred senior notes of $400.0 million with Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee at 5.650% per annum maturing May 9, 2034.

Instrument: senior notes
Principal: $400.0 million
Counterparty: Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee
Rate: 5.650% per annum
Maturity: May 9, 2034
Event: incurrence

Exact text from the filing

under which the Company issued $400.0 million aggregate principal amount of its 5.650% senior notes due 2034 (the “notes”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

ITC Holdings Corp. entered into Eighth Supplemental Indenture with Computershare Trust Company, National Association valued at $400.0 million (effective 2024-05-09).

Action: entry
Agreement: notes offering
Counterparty: Computershare Trust Company, National Association
Value: $400.0 million
Effective: 2024-05-09

Exact text from the filing

On May 9, 2024, ITC Holdings Corp. (the “Company”) entered into an Eighth Supplemental Indenture (the “Eighth Supplemental Indenture”), between the Company and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee (the “Trustee”), to the Indenture, dated as of April 18, 2013 (the “Base Indenture” and, as amended and supplemented by the Eighth Supplemental Indenture, the “Indenture”), between the Company and the Trustee, under which the Company issued $400.0 million aggregate principal amount of its 5.650% senior notes due 2034 (the “notes”).

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Source: SEC EDGAR

accession 0001104659-24-059328

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