(Date of report) | September 10, 2014 |
(Date of earliest event reported) | September 4, 2014 |
Oklahoma | 001-36108 | 46-3561936 | ||
(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification No.) | ||
Item 1.01 | (d) | Entry into a Material Definitive Agreement |
The information related to the $700,000,000 unsecured commercial paper program described under Item 2.03 below is hereby incorporated by reference under this Item 1.01. | ||
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | |
We commenced a commercial paper program (the “Program”) on September 4, 2014. Under the Program, we may issue from time to time unsecured commercial paper notes (the “Notes”) up to a maximum aggregate amount outstanding at any time of $700,000,000 in one or more private placements exempt from the registration requirements of the Securities Act of 1933, as amended. The proceeds of the issuance of the Notes will be used for general corporate purposes. Amounts available under the Program may be reborrowed. Our revolving credit agreement, which expires on January 31, 2019, is available to repay the Notes, if necessary. The Program serves as an alternative source of funding but not as an increase to our overall debt. Two or more dealers will act as dealers under the Program (each a “Dealer”) pursuant to the terms and conditions of a commercial paper dealer agreement entered into between us and each Dealer (each, a “Dealer Agreement”). A national bank will act as Issuing and Paying Agent under the Program. Each Dealer Agreement contains customary representations, warranties, covenants and indemnification provisions and is substantially the same in all material respects. The maturities of the Notes will vary but may not exceed 270 days from the date of issue. The Notes will be sold at a negotiated discount from par or will bear interest at a negotiated rate. A form of Dealer Agreement is attached to this report as Exhibit 10.1, and is incorporated herein by reference as though it were fully set forth herein. The description above is a summary of the Program and is qualified in its entirety by the complete text of the Program itself as set forth in the form of Dealer Agreement. | ||
Item 9.01 | Financial Statements and Exhibits | |
(d) | Exhibits | |
Exhibit Number | Description | |
10.1 | Form of Commercial Paper Dealer Agreement. | |
ONE Gas, Inc. | |||
Date: | September 10, 2014 | By: | /s/ Curtis L. Dinan |
Curtis L. Dinan Senior Vice President, Chief Financial Officer and Treasurer | |||
Exhibit Number | Description | |
10.1 | (d) | Form of Commercial Paper Dealer Agreement. |