Business Context and Reporting Period
Company: Black Hills Corporation
Filing Type: Form 8-K (Current Report)
Date of Report: May 16, 2003 (Event Date)
Reporting Period: Specific event reporting regarding a debt offering.
Key Financial Metrics
This filing reports a specific capital raising event rather than periodic financial performance metrics (e.g., revenue, net income, or cash flow).
- Securities Issued: 6.50% Notes due 2013.
- Aggregate Principal Amount: $250,000,000.
- Underwriters: Credit Suisse First Boston LLC and Lehman Brothers Inc.
- Trustee: LaSalle Bank National Association.
- Registration Context: Issued under a shelf registration (Form S-3) for up to $400,000,000 in securities declared effective on February 5, 2003.
Material Changes
The filing discloses a material change in the Company's capital structure through the underwritten public offering of $250 million in long-term debt. This represents a significant portion of the $400 million shelf registration previously filed.
Guidance, Outlook, and Risks
Management Commentary: The filing focuses on the execution of the debt offering and the filing of related legal exhibits, including the Underwriting Agreement and Supplemental Indenture.
Risks and Contingencies: The filing does not explicitly detail new risks or contingencies beyond the standard obligations associated with the issuance of the Notes. Exhibit 12.1 references computations for the Ratio of Earnings to Fixed Charges, but specific values are not provided in the text of this report.
Investor Verification Checklist
- Verify the final closing date and net proceeds received from the $250 million Notes offering.
- Review the full text of the Underwriting Agreement (Exhibit 1.1) for specific covenants and use of proceeds.
- Examine the Supplemental Indenture (Exhibit 4.1) for debt restrictions and default provisions.
- Confirm the impact of the new debt on the Company's leverage ratios and interest coverage (refer to Exhibit 12.1 for pro forma calculations).