03192013 TNMP Par for Par Early Participation Results 8-K

0001108426-13-000045.txt : 20130320 0001108426-13-000045.hdr.sgml : 20130320 20130319194743 ACCESSION NUMBER: 0001108426-13-000045 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130319 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130320 DATE AS OF CHANGE: 20130319 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: 13703201 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: 13703200 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 a03202013tnmpparforparearl.htm 8-K 03192013 TNMP Par for Par Early Participation Results 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 19, 2013
	(March 19, 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 19, 2013, PNM Resources, Inc.'s wholly-owned subsidiary, Texas-New Mexico Power Company (“TNMP”), announced that it extended the early participation date of its previously announced offer to exchange its 9.50% First Mortgage Bonds, due 2019, Series 2009A for its 6.95% First Mortgage Bonds, due 2043, Series 2013A and cash from March 19, 2013 at 5:00 p.m., New York City time to April 2, 2013 at 5:00 p.m., New York City time. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits



Exhibit Number		Description
99.1		Press Release of TNMP, dated March 19, 2013, announcing extension of early participation deadline.

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 19, 2013	/s/ Thomas G. Sategna
	Thomas G. Sategna
	Vice President and Corporate Controller
	(Officer duly authorized to sign this report)

EX-99.1 2 a03202013pressrelease.htm EXHIBIT 99.1 03192013 Press Release

Exhibit 99.1

TNMP Announces Early Results of Exchange

Offer and Extension of Early Participation Date

(ALBUQUERQUE, N.M.) - As previously announced, PNM Resources' (NYSE: PNM) Texas utility, Texas-New Mexico Power Company (the “Company”), has made an offer to eligible holders to exchange (the “Exchange Offer”) any and all of the Company's $265,500,000 aggregate principal amount outstanding 9.50% First Mortgage Bonds, due 2019, Series 2009A (the “Existing Bonds”), for a new series of 6.95% First Mortgage Bonds, due 2043, Series 2013A (the “New Bonds”) and cash. The Exchange Offer is being made pursuant to the confidential offering memorandum dated as of March 6, 2013 and the related letter of transmittal, which together set forth the terms and conditions of the Exchange Offer.

The early participation date, previously scheduled for 5:00 p.m., New York City time on Tuesday, March 19, 2013, has been extended to 5:00 p.m., New York City time on April 2, 2013, unless further extended by the Company (as extended hereby and subject to further extension, the “Early Participation Date”). For eligible holders of Existing Bonds who tender their Existing Bonds at or before 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”), for each $1,000 principal amount exchanged. The Exchange Offer will expire at the extended Early Participation Date. While the Exchange Offer has been amended to extend the Early Participation Date, withdrawal rights have not been extended. Withdrawal rights terminated at 5:00 p.m., New York City time, March 19, 2013. As of that time, approximately $92 million aggregate principal amount of the Existing Bonds were tendered and not withdrawn. All other terms of the Exchange Offer are unchanged.

The Exchange Offer is being made only to holders of Existing Bonds who certify their status as either “qualified institutional buyers,” as that term is defined in Rule 144A under the Securities Act of 1933 (“Securities Act”), or persons other than “U.S. persons,” as that term is defined in Rule 902 under the Securities Act.

The New Bonds to be issued in the Exchange Offer have not been and will not be registered under the Securities Act or any state securities law. Therefore, the New Bonds may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

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TNMP Extends Exchange Offer 3-19-2013 pg. 2 of 2

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 jurisdiction as is permitted under applicable law.

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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