Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) March 5, 2008

 

 

VECTREN UTILITY HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Indiana   001-16739   35-2104850

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

One Vectren Square, Evansville, Indiana   47741
(Address of principal executive offices)   (Zip Code)

(812) 491-4000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01. Other Events.

Vectren Utility Holdings, Inc. hereby files an Underwriting Agreement, dated March 5, 2008, attached hereto as Exhibit 1.1 and incorporated herein by reference, in connection with the Vectren Utility Holdings, Inc. issuance of $125,000,000 aggregate principal amount of its 6.25% Senior Monthly Notes due 2039 (the “Securities”).

Vectren Utility Holdings, Inc. hereby files a Terms Agreement, dated March 5, 2008, attached hereto as Exhibit 1.2 and incorporated herein by reference, in connection with the issuance by Vectren Utility Holdings, Inc. of the Securities.

Vectren Utility Holdings, Inc. hereby files the form of Sixth Supplemental Indenture (including the Form of Note), attached hereto as Exhibit 4.1 and incorporated herein by reference, in connection with the issuance by Vectren Utility Holdings, Inc. of the Securities.

Vectren Utility Holdings, Inc. hereby files the final Legal Opinion of Barnes & Thornburg LLP, attached hereto as Exhibit 5.1 and incorporated herein by reference, in connection with the issuance of the Securities.

Vectren Utility Holdings, Inc. hereby files the final Legal Opinion of Kegler, Brown, Hill & Ritter Co., L.P.A., attached hereto as Exhibit 5.2 and incorporated herein by reference, in connection with the issuance of the Securities.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

 

Description

1.1   Underwriting Agreement, dated March 5, 2008, among Vectren Utility Holdings, Inc., Indiana Gas Company, Inc., Southern Indiana Gas and Electric Company, Vectren Energy Delivery of Ohio, Inc., and Edward D. Jones & Co., L.P.
1.2   Terms Agreement, dated March 5, 2008, among Vectren Utility Holdings, Inc., Indiana Gas Company, Inc., Southern Indiana Gas and Electric Company, Vectren Energy Delivery of Ohio, Inc., and Edward D. Jones & Co., L.P.
4.1   Form of Sixth Supplemental Indenture, among Vectren Utility Holdings, Inc., Indiana Gas Company, Inc., Southern Indiana Gas and Electric Company, Vectren Energy Delivery of Ohio, Inc., and U.S. Bank National Association
5.1   Opinion of Barnes & Thornburg LLP
5.2   Opinion of Kegler, Brown, Hill & Ritter Co., L.P.A.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    VECTREN UTILITY HOLDINGS, INC.
  (Registrant)
Dated: March 6, 2008   By:  

/s/ M. Susan Hardwick

    M. Susan Hardwick
    Vice President and Controller