8-K 1 aeptco06-20198k.htm AEPTCO 8K 06-2019 Document


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)
June 10, 2019
AEP TRANSMISSION COMPANY, LLC
(Exact Name of Registrant as Specified in Its Charter)

Delaware
333-217143
46-1125168
(State or Other Jurisdiction of
(Commission File Number)
(IRS Employer Identification No.)
Incorporation)
 
 

1 Riverside Plaza, Columbus, OH
43215
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code
614-716-1000
 
 
 
 
(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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
 
 
 
  
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company □
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
□





Item 8.01.    Other Events

On June 10, 2019, AEP Transmission Company, LLC (the “Company”) entered into an Underwriting Agreement with BofA Securities Inc., PNC Capital Markets LLC, RBC Capital Markets, LLC and U.S. Bancorp Investments, Inc., (collectively, the “Underwriters”), as underwriters, relating to the offering and sale by the Company of $350,000,000 of its 3.80% Senior Notes, Series K, due 2049 (the “Notes”).

Item 9.01.    Financial Statements and Exhibits

(c)    Exhibits

1(a)
Underwriting Agreement, dated June 10, 2019, between the Company and the Underwriters named in Exhibit 1 thereto, in connection with the sale of the Notes.

4(a)
Company Order and Officer’s Certificate, between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated June 12, 2019, establishing the terms of the Notes.

4(b)
Form of the Notes (included in Exhibit 4(a) hereto).

5(a)
Opinion of Thomas G. Berkemeyer regarding the legality of the Notes.

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, thereunto duly authorized.

 
AEP TRANSMISSION COMPANY, LLC
 
 
 
 
 
By: William E. Johnson                      
 
Name: William E. Johnson
 
Title: Assistant Secretary


June 12, 2019




EXHIBIT INDEX