NOTES PAYABLE AND CREDIT AGREEMENTS

Short-term cash requirements outside of the Utilities have generally been funded by Spire or met with internally generated funds. The Utilities’ short term borrowing requirements typically peak during the colder months. Total short-term borrowing requirements can be met through the sale of commercial paper supported by a revolving credit facility or through direct use of the revolving credit facility.

On December 14, 2016, Spire, Spire Missouri, and Spire Alabama entered into a new syndicated revolving credit facility pursuant to a loan agreement with 11 banks, expiring December 14, 2021. The largest portion provided by a single bank under the line is 12.3%. The loan agreement replaced Spire’s and Spire Missouri’s existing loan agreements dated as of September 3, 2013 and amended September 3, 2014, which were set to expire on September 3, 2019, and Spire Alabama’s existing loan agreement dated September 2, 2014, which was set to expire September 2, 2019. All three previous agreements were terminated on December 14, 2016.

The loan agreement has an aggregate credit commitment of $975.0, including sublimits of $300.0 for Spire, $475.0 for Spire Missouri, and $200.0 for Spire Alabama. These sublimits may be reallocated from time to time among the three borrowers within the $975.0 aggregate commitment. Spire may use its line to provide for the funding needs of various subsidiaries. Spire, Spire Missouri, and Spire Alabama expect to use the loan agreement for general corporate purposes, including short-term borrowings and letters of credit. The agreement also contains financial covenants limiting each borrower’s consolidated total debt, including short-term debt, to no more than 70% of its total capitalization. As defined in the line of credit, on September 30, 2017, total debt was 56% of total capitalization for the consolidated Company, 50% for Spire Missouri, and 33% for Spire Alabama. There were no borrowings against this credit facility as of September 30, 2017.

On December 21, 2016, Spire established a commercial paper program (Program) pursuant to which Spire may issue short-term, unsecured commercial paper notes (Notes). Amounts available under the Program may be borrowed, repaid, and re-borrowed from time to time, with the aggregate face or principal amount of the Notes outstanding under the Program at any time not to exceed $975.0. The Notes may have maturities of up to 365 days from date of issue. The net proceeds of the issuances of the Notes are expected to be used for general corporate purposes, including to provide working capital for both utility and non-utility subsidiaries. As of September 30, 2017, Notes outstanding under the Program totaled $477.3.

Information about Spire’s consolidated short-term borrowings is presented below. Based on average short-term borrowings for the year ended September 30, 2017, an increase in the average interest rate of 100 basis points would decrease Spire’s pre-tax earnings and cash flows by approximately $4.9 on an annual basis, portions of which may be offset through the application of PGA or GSA carrying costs.



	Spire Short‑term Borrowings¹	Spire Missouri Commercial Paper Borrowings²	Spire Alabama Bank Line Borrowings	Total Short‑term Borrowings
Year Ended September 30, 2017
Weighted average borrowings outstanding	$369.0	$88.5	$28.3	$485.8
Weighted average interest rate	1.3%	0.9%	1.6%	1.2%
Range of borrowings outstanding	$73.0 - $675.6	$0.0 - $329.7	$0.0 - $102.5	$395.5 - $675.6
As of September 30, 2017
Borrowings outstanding	$477.3	$—	$—	$477.3
Weighted average interest rate	1.5%	—%	—%	1.5%
Year Ended September 30, 2016
Weighted average borrowings outstanding	$42.7	$201.0	$30.2	$273.9
Weighted average interest rate	1.6%	0.7%	1.4%	0.9%
Range of borrowings outstanding	$0.0 - $82.0	$43.0 - $307.2	$0.0 - $82.0	$73.1 - $427.2
As of September 30, 2016
Borrowings outstanding	$73.0	$243.7	$82.0	$398.7
Weighted average interest rate	1.8%	0.8%	1.5%	1.1%

Spire Short-term Borrowings includes bank line borrowings of Spire Inc. (excluding its subsidiaries) and, since January 1, 2017, commercial paper. Of Spire’s $477.3 borrowings outstanding as of September 30, 2017, $440.0 was used to provide funding to its subsidiaries, including Spire Missouri ($203.0), Spire Alabama ($169.9), Spire EnergySouth and subsidiaries ($12.9), Spire STL Pipeline LLC ($26.6), and others ($27.6).

²The commercial paper program for Spire Missouri terminated February 2, 2017.

Spire Missouri

Information about Spire Missouri’s short-term borrowings is presented below. Based on average short-term borrowings for the year ended September 30, 2017, an increase in the average interest rate of 100 basis points would decrease Spire Missouri’s pre-tax earnings and cash flows by approximately $2.8 on an annual basis, portions of which may be offset through the application of PGA carrying costs.



	Commercial Paper Borrowings	Borrowings from Spire	Total Short-term Borrowings
Year Ended September 30, 2017
Weighted average borrowings outstanding	$88.5	$195.5	$284.0
Weighted average interest rate	0.9%	1.3%	1.2%
Range of borrowings outstanding	$0.0 - $329.7	$0.0 - $338.6	$168.3 - $358.9
As of September 30, 2017
Borrowings outstanding	$—	$203.0	$203.0
Weighted average interest rate	—%	1.5%	1.5%
Year Ended September 30, 2016
Weighted average borrowings outstanding	$201.0	$14.7	$215.7
Weighted average interest rate	0.7%	0.8%	0.7%
Range of borrowings outstanding	$43.0 - $307.2	$0.0 - $114.2	$127.8 - $ 307.2
As of September 30, 2016
Borrowings outstanding	$243.7	$—	$243.7
Weighted average interest rate	0.8%	—%	0.8%

Spire Alabama

Information about Spire Alabama’s short-term borrowings is presented below. Based on average short-term borrowings for the year ended September 30, 2017, an increase in the average interest rate of 100 basis points would decrease Spire Alabama’s pre-tax earnings and cash flows by approximately $1.1 on an annual basis, portions of which may be offset through the application of GSA carrying costs.



	Bank Line Borrowings	Borrowings from Spire	Total Short-term Borrowings
Year Ended September 30, 2017
Weighted average borrowings outstanding	$28.3	$78.6	$106.9
Weighted average interest rate	1.6%	1.4%	1.5%
Range of borrowings outstanding	$0.0 - $102.5	$0.0 - $171.0	$74.0 - $171.0
As of September 30, 2017
Borrowings outstanding	$—	$169.9	$169.9
Weighted average interest rate	—%	1.5%	1.5%
Year Ended September 30, 2016
Weighted average borrowings outstanding	$30.2	$12.4	$42.6
Weighted average interest rate	1.4%	1.4%	1.4%
Range of borrowings outstanding	$0.0 - $82.0	$0.0 - $61.9	$19.0 - $82.0
As of September 30, 2016
Borrowings outstanding	$82.0	$—	$82.0
Weighted average interest rate	1.5%	—%	1.5%