8-K



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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)
 December 18, 2015
 
(December 17, 2015)

 
Commission
 
Name of Registrants, State of Incorporation,
 
I.R.S. Employer
 
File Number
 
Address and Telephone Number
 
Identification No.
 
 
 
 
 
 
 
001-32462
 
PNM Resources, Inc.
 
85-0468296
 
 
 
(A New Mexico Corporation)
 
 
 
 
 
414 Silver Ave. SW
 
 
 
 
 
Albuquerque, New Mexico 87102-3289
 
 
 
 
 
(505) 241-2700
 
 
 
 
 
 
 
 
 
002-97230
 
Texas-New Mexico Power Company
 
75-0204070
 
 
 
(A Texas Corporation)
 
 
 
 
 
577 N. Garden Ridge Blvd.
 
 
 
 
 
Lewisville, Texas 75067
 
 
 
 
 
(972) 420-4189
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(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:
 
 
o

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

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

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

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






Item 1.01 Entry into a Material Definitive Agreement.
On December 17, 2015, PNM Resources, Inc.’s wholly-owned subsidiary, Texas-New Mexico Power Company (“TNMP”), entered into a Bond Purchase Agreement with the purchasers party thereto (the “Bond Purchase Agreement”). The terms of the Bond Purchase Agreement provide that TNMP will issue $60.0 million aggregate principal amount of 3.53% First Mortgage Bonds, due 2026, Series 2016A (the “Bonds”). The terms of the Bond Purchase Agreement provide that, subject to satisfaction of certain conditions stated in the Bond Purchase Agreement, TNMP will issue the Bonds on or about February 10, 2016.
The Bonds will be secured by a first mortgage on substantially all of TNMP’s property, subject to excepted encumbrances, reservations, contracts and exceptions. The Bonds will be issued pursuant to TNMP’s First Mortgage Indenture dated as of March 23, 2009, between TNMP and MUFG Union Bank, N.A. (formerly known as Union Bank, N.A.) (as successor to The Bank of New York Mellon Trust Company, N.A.), as Trustee (the “Indenture”), as previously supplemented and amended and as to be further supplemented and amended by a supplemental indenture to be dated the date of the issuance of the Bonds. A copy of the Indenture was filed by TNMP as an exhibit to its Current Report on Form 8-K filed on March 27, 2009.
The foregoing description is qualified in its entirety by the Bond Purchase Agreement, which is filed as an Exhibit to this Current Report on Form 8-K and is incorporated herein by reference.

1




Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
 
Description
10.1
 
Bond Purchase Agreement dated December 17, 2015 between Texas-New Mexico
Power Company and the purchasers named therein.
 
 
 

    

2



SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.



 
 
 
 
PNM RESOURCES, INC.
 
TEXAS-NEW MEXICO POWER COMPANY
 
 
 
(Registrants)
 
 
 
 
Date: December 18, 2015
/s/ Joseph D. Tarry
 
Joseph D. Tarry
 
Vice President and Corporate Controller
 
(Officer duly authorized to sign this report)










EXHIBIT INDEX

 
 
 
10.1
 
Bond Purchase Agreement dated December 17, 2015 between Texas-New Mexico
Power Company and the purchasers named therein.