Attached files

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EX-4.4 - EX-4.4 - VIRGINIA ELECTRIC & POWER COd671980dex44.htm
EX-4.3 - EX-4.3 - VIRGINIA ELECTRIC & POWER COd671980dex43.htm
EX-5.1 - EX-5.1 - VIRGINIA ELECTRIC & POWER COd671980dex51.htm
EX-1.1 - EX-1.1 - VIRGINIA ELECTRIC & POWER COd671980dex11.htm

 

 

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) February 4, 2014

 

 

Virginia Electric and Power Company

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Virginia   1-2255   54-0418825

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

120 Tredegar Street

Richmond, Virginia

  23219
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code (804) 819-2000

 

(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 (see General Instruction A.2. below):

 

  ¨ 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.

On February 4, 2014, Virginia Electric and Power Company (the Company) entered into an underwriting agreement (the Underwriting Agreement) with BNP Paribas Securities Corp., Deutsche Bank Securities Inc., and UBS Securities LLC, as Representatives for the underwriters named in the Underwriting Agreement, for the sale of $350,000,000 aggregate principal amount of the Company’s 2014 Series A 3.45% Senior Notes Due 2024 and $400,000,000 aggregate principal amount of the Company’s 2014 Series B 4.45% Senior Notes Due 2044. Such Senior Notes, which are designated the 2014 Series A 3.45% Senior Notes Due 2024 and the 2014 Series B 4.45% Senior Notes Due 2044, are Senior Debt Securities that were registered by the Company pursuant to a registration statement on Form S-3 under Rule 415 under the Securities Act of 1933, as amended, which registration statement became effective on December 28, 2011 (File No. 333-178772). A copy of the Underwriting Agreement, including exhibits thereto, is filed as Exhibit 1.1 to this Form 8-K.

The Twenty-Seventh and Twenty-Eighth Supplemental Indentures to the Company’s June 1, 1998 Senior Indenture, as amended, pursuant to which the Senior Notes will be issued, are filed as Exhibits 4.3 and 4.4 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.

Exhibits

 

1.1    Underwriting Agreement, dated February 4, 2014, among the Company and BNP Paribas Securities Corp., Deutsche Bank Securities Inc., and UBS Securities LLC, as Representatives for the underwriters named in the Underwriting Agreement.*
4.1    Form of Senior Indenture, dated June 1, 1998, between the Company and The Bank of New York Mellon (successor to JPMorgan Chase Bank, N.A. (formerly known as The Chase Manhattan Bank)), as Trustee (the Original Trustee) (Exhibit 4 (ii), Form S-3, Registration Statement, File No. 333-47119, as filed on February 27, 1998, incorporated by reference).
4.2
   Form of Nineteenth Supplemental and Amending Indenture to the Senior Indenture dated November 1, 2008 by and among the Company, the Original Trustee and U.S. Bank National Association, as Series Trustee (Exhibit 4.2, Form 8-K, File No. 001-02255, as filed on November 5, 2008, incorporated by reference).
4.3    Twenty-Seventh Supplemental Indenture to the Senior Indenture pursuant to which the 2014 Series A 3.45% Senior Notes Due 2024 will be issued. The form of the 2014 Series A 3.45% Senior Notes Due 2024 is included as Exhibit A to the Twenty-Seventh Supplemental Indenture.*
4.4    Twenty-Eighth Supplemental Indenture to the Senior Indenture pursuant to which the 2014 Series B 4.45% Senior Notes Due 2044 will be issued. The form of the 2014 Series B 4.45% Senior Notes Due 2044 is included as Exhibit A to the Twenty-Eighth Supplemental Indenture.*
5.1    Opinion of McGuireWoods LLP.*

 

* Filed herewith.


SIGNATURE

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.

 

VIRGINIA ELECTRIC AND POWER COMPANY

Registrant

/s/ Mark O. Webb

Name:   Mark O. Webb
Title:   Vice President, General Counsel and Chief Risk Officer

Date: February 7, 2014