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Massachusetts
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04-2147929
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification Number)
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Large accelerated filer
☒
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Accelerated filer
☐
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Non-accelerated filer
☐
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Smaller reporting company
☐
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Emerging Growth Company
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Title of each class of securities to be registered
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Amount to be
registered(1) |
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Proposed maximum
Offering price per share(2) |
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Proposed maximum
aggregate offering price(2) |
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Amount of
registration fee(3) |
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Common shares, $5.00 par value per share
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| | | | | 1,500,000 | | | | | | $ | 85.28 | | | | | | $ | 127,920,000 | | | | | | $ | 13,957 | | |
| | | | | 2 | | | |
| | | | | 3 | | | |
| | | | | 4 | | | |
| | | | | 5 | | | |
| | | | | 6 | | | |
| | | | | 7 | | | |
| | | | | 8 | | | |
| | | | | 9 | | | |
| | | | | 21 | | | |
| | | | | 22 | | | |
| | | | | 23 | | |
Description
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Amount
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Service charge for optional cash investments (checks) | | | $5.00 per purchase | |
Service charge for investment of automatic bank withdrawals
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| | $2.50 per purchase | |
Processing fee on open market purchases of common shares (including optional cash investments and dividend reinvestment) | | | $0.05 per share | |
Service charge for a batch order sale of common shares | | | $15.00 per sale | |
Processing fee on a batch order sale of common shares | | | $0.10 per share | |
Service charge for a market order sale of common shares | | | $25.00 per sale | |
Processing fees on a market order sale of common shares | | | $0.10 per share | |
Deposit of Certificates | | | No charge | |
Certificate Withdrawal | | | No charge | |
Book-to-Book Transfers | | | No charge | |
Charge for dishonored checks/automatic monthly withdrawals | | | $35.00 per occurrence | |
Charge for copies of statement for prior year history | | | $25.00 per year | |
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SEC registration fee
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| | | $ | 13,957.00 | | |
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Accounting fees and expenses
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| | | | 30,000.00 | | |
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Legal fees and expenses
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| | | | 2,000.00 | | |
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Printing fees
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| | | | 1,750.00 | | |
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Miscellaneous expenses
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| | | | 293.00 | | |
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Total
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| | | $ | 48,000.00 | | |
Exhibit No.
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Description
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3.1 | | | | |
5.1 | | | | |
23.1 | | | | |
23.2 | | | | |
24.1 | | | |
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Signature
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Title
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Date
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/s/ James J. Judge
James J. Judge
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| | Chairman of the Board, President and Chief Executive Officer, and a Trustee (Principal Executive Officer) | | |
April 2, 2021
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/s/ Philip J. Lembo
Philip J. Lembo
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| | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | |
April 2, 2021
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/s/ Jay S. Buth
Jay S. Buth
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| | Vice President, Controller and Chief Accounting Officer | | |
April 2, 2021
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/s/ Cotton M. Cleveland
Cotton M. Cleveland
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| | Trustee | | |
April 2, 2021
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/s/ James S. Distasio
James S. DiStasio
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| | Trustee | | |
April 2, 2021
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/s/ Francis A. Doyle
Francis A. Doyle
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| | Trustee | | |
April 2, 2021
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Signature
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Title
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Date
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/s/ Linda Dorcena Forry
Linda Dorcena Forry
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| | Trustee | | |
April 2, 2021
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/s/ Gregory M. Jones
Gregory M. Jones
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| | Trustee | | |
April 2, 2021
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/s/ John Y. Kim
John Y. Kim
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| | Trustee | | |
April 2, 2021
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/s/ Kenneth R. Leibler
Kenneth R. Leibler
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| | Trustee | | |
April 2, 2021
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/s/ David H. Long
David H. Long
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| | Trustee | | |
April 2, 2021
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/s/ William C. Van Faasen
William C. Van Faasen
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| | Trustee | | |
April 2, 2021
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/s/ Frederica M. Williams
Frederica M. Williams
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| | Trustee | | |
April 2, 2021
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Exhibit 5.1
![]() |
800 Boylston Street Boston, MA 02199 | |
Richard J. Morrison Deputy General Counsel and Corporate Secretary | ||
617-424-2111 richard.morrison@eversource.com |
April 2, 2021
Eversource Energy
300 Cadwell Drive
Springfield, Massachusetts 01104
RE: Registration Statement on Form S-3
Ladies and Gentlemen:
I am Deputy General Counsel of Eversource Energy Service Company, a service company affiliate of the Company (as defined below), and Secretary of Eversource Energy, a Massachusetts business trust and voluntary association organized under the laws of the Commonwealth of Massachusetts (the “Company”). I have acted as counsel to the Company in connection with the preparation and filing of the Registration Statement on Form S-3 of the Company (the “Registration Statement”) filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), relating to the registration of 1,500,000 common shares, par value $5.00 per share (the “Common Shares”), of the Company that may be issued by the Company pursuant to the Company’s Dividend Reinvestment and Share Purchase Plan (the “Plan”).
This opinion is being furnished in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act.
In rendering this opinion, I have examined: (i) the Declaration of Trust of the Company, as amended to date; (ii) the Registration Statement; (iii) the Plan; and (iv) such other documents, records, and instruments and I have reviewed such matters of law as I have deemed necessary or appropriate.
I have assumed the authenticity of all documents submitted to me as originals and the conformity to the originals of all documents submitted to me as copies. I have also assumed the genuineness of all signatures or instruments that I have reviewed. In addition, I have assumed and have not verified the accuracy as to factual matters of each document I have reviewed.
This opinion is limited to the current laws of the Commonwealth of Massachusetts, the current federal laws of the United States, and to the facts as they exist on the date hereof. I am a member of the bar of the Commonwealth of Massachusetts. I express no opinion as to matters involving the laws of any jurisdiction other than the Commonwealth of Massachusetts and the United States. I undertake no obligation to advise you as a result of developments occurring after the date hereof including changes in such laws or interpretations thereof, or as a result of facts or circumstances brought to my attention after the date hereof.
Based on and subject to the foregoing, I am of the opinion that the Common Shares have been duly authorized and, when the Common Shares have been issued and sold and the Company has received the consideration therefor, in each case in accordance with the terms of the Plan, the Common Shares will be validly issued, fully paid and non-assessable.
This opinion letter is not to be used, circulated, quoted or otherwise referred to for any other purpose, except as set forth below. I hereby consent to be named in the Registration Statement and in the prospectus contained therein under the caption “Legal Matters” as the attorney who passed upon the legality of the Common Shares and to the filing of a copy of this opinion as Exhibit 5.1 to the Registration Statement. In giving such consent, I do not thereby admit that I am in the category of persons whose consent is required under Section 7 of the Securities Act.
Very truly yours, | |
/s/ Richard J. Morrison |
Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in this Registration Statement on Form S-3 of our reports dated February 17, 2021 relating to the financial statements of Eversource Energy and the effectiveness of Eversource Energy’s internal control over financial reporting, appearing in the Annual Report on Form 10-K of Eversource Energy for the year ended December 31, 2020. We also consent to the reference to us under the heading "Experts" in such Registration Statement.
/s/ DELOITTE & TOUCHE LLP
Hartford, CT
April 2, 2021
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