0001108426-13-000017.txt : 20130307 0001108426-13-000017.hdr.sgml : 20130307 20130306194545 ACCESSION NUMBER: 0001108426-13-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130306 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130307 DATE AS OF CHANGE: 20130306 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEXAS NEW MEXICO POWER CO CENTRAL INDEX KEY: 0000022767 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 750204070 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-97230 FILM NUMBER: 13671250 BUSINESS ADDRESS: STREET 1: 4100 INTERNATIONAL PLZ STREET 2: PO BOX 2943 CITY: FORT WORTH STATE: TX ZIP: 76113 BUSINESS PHONE: 8177310099 MAIL ADDRESS: STREET 1: 4100 INTERNATIONAL PLAZA STREET 2: PO BOX 2943 CITY: FORT WORTH STATE: TX ZIP: 76113 FORMER COMPANY: FORMER CONFORMED NAME: COMMUNITY PUBLIC SERVICE CO DATE OF NAME CHANGE: 19810617 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PNM RESOURCES INC CENTRAL INDEX KEY: 0001108426 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 850019030 STATE OF INCORPORATION: NM FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32462 FILM NUMBER: 13671249 BUSINESS ADDRESS: STREET 1: 414 SILVER AVE. SW CITY: ALBUQUERQUE STATE: NM ZIP: 87102-3289 BUSINESS PHONE: 5052412700 MAIL ADDRESS: STREET 1: 414 SILVER AVE. SW STREET 2: ATTN: MS 0905 - CATHY MARTINEZ CITY: ALBUQUERQUE STATE: NM ZIP: 87102-3289 FORMER COMPANY: FORMER CONFORMED NAME: MANZANO CORP DATE OF NAME CHANGE: 20000303 8-K 1 a03062013parforpar8-k.htm 8-K 03062013 Par for Par 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)
March 6, 2013
 
 
(March 6, 2013)
 
 
 
 
Exact Name of Registrant as Specified
 
 
Commission
 
in Charter, 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:
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 March 6, 2013, PNM Resources, Inc.'s wholly-owned subsidiary, Texas-New Mexico Power Company (“TNMP”), announced the commencement of an offer to eligible holders to exchange any and all of TNMP's $265,500,000 aggregate principal amount outstanding 9.50% First Mortgage Bonds, due 2019, Series A, for a new series of 6.95% First Mortgage Bonds due 2043 and cash. A copy of the press release relating to this announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.


2


Item 9.01.  Financial Statements and Exhibits.
     
(d)  Exhibits

Exhibit Number
 
Description
99.1
 
Press Release of Texas-New Mexico Power Company, dated March 6, 2013


3


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: March 6, 2013
/s/ Thomas G. Sategna
 
Thomas G. Sategna
 
Vice President and Corporate Controller
 
(Officer duly authorized to sign this report)


4
 EX-99.1 2 exhibit99103062013tnmppres.htm EXHIBIT 99.1 Exhibit 99.1 03062013 TNMP Press Release


Exhibit 99.1


For Immediate Release
Mar. 6, 2013

TNMP Announces Exchange Offer

(ALBUQUERQUE, N.M.) - PNM Resources' (NYSE: PNM) Texas utility, Texas-New Mexico Power Company (the “Company”) today announced that it is commencing an offer to eligible holders (as defined below) to exchange any and all of the Company's $265,500,000 aggregate principal amount outstanding 9.50% First Mortgage Bonds due 2019 (the “Existing Bonds”) for a new series of 6.95% First Mortgage Bonds due 2043 (the “New Bonds”) and cash.

The exchange offer is being conducted upon the terms and subject to the conditions set forth in a confidential offering memorandum and the related letter of transmittal. The exchange offer is being made, and copies of the offering documents will only be made available, to a holder of the Existing Bonds who has certified its status as (1) a “qualified institutional buyer” under Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or (2) a person who is not a “U.S. person” as defined under Regulation S under the Securities Act (each, an “Eligible Holder”).

For Eligible Holders of Existing Bonds who tender their Existing Bonds at or before 5:00 p.m. New York City time on March 19, 2013, subject to any extension by the Company (the “Early Participation Date”), the Company is offering consideration of $1,000 aggregate principal amount of New Bonds and $140 of cash (the “Total Early Exchange Consideration”), which includes the early exchange consideration of $30 of cash (the “Early Exchange Consideration”), for each $1,000 principal amount exchanged. Eligible Holders who validly tender Existing Bonds after the Early Participation Date, but at or prior to the expiration of the exchange offer, will receive $1,000 aggregate principal amount of New Bonds and $110 of cash for each $1,000 principal amount exchanged and will not receive the Early Exchange Consideration.

The exchange offer will expire at 5:00 p.m., New York City time, on April 2, 2013 (the “Expiration Date”), unless extended by the Company. Tenders of Existing Bonds submitted in the exchange offer may be validly withdrawn at any time prior to 5:00 p.m. New York City time on March 19, 2013 (the “Withdrawal Date”), and such tenders will be irrevocable thereafter, except in certain limited circumstances where additional withdrawal rights are required by law. The Settlement Date will be promptly after the expiration of the exchange offer, which we expect will be one business day following the Expiration Date (the “Settlement Date”). Holders whose Existing Bonds are exchanged will be paid accrued and unpaid interest on such Existing Bonds up to, but not including, the Settlement Date. All New Bonds will bear interest from and after the Settlement Date.
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TNMP Announces Exchange Offer             3-6-2013                pg. 2 of 2


Consummation of the exchange offer is subject to a number of conditions, including the issuance of the New Bonds and the absence of certain adverse legal and market developments. The Company will not receive any cash proceeds from the exchange offer.

The New Bonds have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

This announcement is not an offer to issue or exchange any of the foregoing bonds. The exchange offer is being made only pursuant to a confidential offering memorandum and related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.

Documents relating to the exchange offer will only be distributed to holders of the Existing Bonds that complete and return an eligibility certification confirming that they are Eligible Holders. Holders of the Existing Bonds that desire to review the eligibility certification may contact Global Bondholder Services Corporation, the information agent for the exchange offer, by calling toll-free (866) 488-1500 or at (212) 430-3774 (banks and brokerage firms).


CONTACTS:
Analysts                        Media
Jimmie Blotter                        Valerie Smith
(505) 241-2227                    (505) 241-2892




Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
This press release contains forward-looking statements, including statements about the ability to complete the exchange offer, which are subject to the inherent uncertainties in predicting future results and conditions. Among the important factors that could cause actual results to differ materially from those indicated in such forward-looking statements include market conditions for corporate debt generally and for the Company's indebtedness in particular. Some of these and other important factors are discussed in our annual and quarterly reports previously filed with the Securities and Exchange Commission.

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