Supplemental Indenture, dated as of August 1, 2024, between the Company and Deutsche Bank Trust Company Americas, as Trustee

Contract Categories: Business Finance - Indenture Agreements
EX-4.1 3 tm2421464d1_ex4-1.htm EXHIBIT 4.1

 

Exhibit 4.1

 

SUPPLEMENTAL INDENTURE

 

Dated as of August 1, 2024

 

To

 

Indenture of Mortgage and Deed of Trust

 

Dated as of May 1, 1921

as Amended and Restated

as of April 7, 2005

 

 

THE CONNECTICUT LIGHT AND POWER COMPANY

doing business as EVERSOURCE ENERGY

 

TO

 

DEUTSCHE BANK TRUST COMPANY AMERICAS

(f/k/a BANKERS TRUST COMPANY),

Trustee

 

 

4.95% First and Refunding Mortgage Bonds, 2024 Series B, due 2034

 

 

 

 

THE CONNECTICUT LIGHT AND POWER COMPANY

doing business as EVERSOURCE ENERGY

Supplemental Indenture, Dated as of August 1, 2024

 

Table of Contents
   
Page
   
Parties     1
Recitals     1
Granting Clauses     2
Habendum     3
Grant in Trust     3
   
ARTICLE 1.   FORM AND PROVISIONS OF BONDS OF 2024 SERIES B 3
Section 1.01.   Designation; Amount 3
Section 1.02.   Form of Bonds of 2024 Series B 4
Section 1.03.   Provisions of Bonds of 2024 Series B; Interest Accrual 4
Section 1.04.   Transfer and Exchange of Bonds of 2024 Series B 5
Section 1.05.   Consent to Amendment and Restatement of Mortgage Indenture 5
   
ARTICLE 2.   REDEMPTION OF BONDS OF 2024 SERIES B 5
Section 2.01.   Redemption of Bonds of 2024 Series B 5
Section 2.02.   Definitions Applicable to Redemption Provisions 6
   
ARTICLE 3.   AMENDMENT OF MORTGAGE INDENTURE 8
Section 3.01.   Amendment to Section 1606 of the Mortgage Indenture 8
Section 3.02.   Applicability of Amendment to Mortgage Indenture 8
   
ARTICLE 4.   MISCELLANEOUS 8
Section 4.01.   Benefits of Supplemental Indenture and Bonds of 2024 Series B 8
Section 4.02.   Effect of Table of Contents and Headings 8
Section 4.03.   Counterparts 8
   
Testimonium 9
Signatures 10
Acknowledgements 10

 

SCHEDULE A - Form of Bond of 2024 Series B, Form of Trustee’s Certificate
SCHEDULE B - Property Subject to the Lien of the Mortgage

 

i

 

 

SUPPLEMENTAL INDENTURE, dated as of August 1, 2024, between THE CONNECTICUT LIGHT AND POWER COMPANY, doing business as Eversource Energy, a corporation organized and existing under the laws of the State of Connecticut (hereinafter called “Company”), and DEUTSCHE BANK TRUST COMPANY AMERICAS (f/k/a BANKERS TRUST COMPANY), a corporation organized and existing under the laws of the State of New York (hereinafter called “Trustee”).

 

WHEREAS, the Company heretofore duly executed, acknowledged and delivered to the Trustee a certain Indenture of Mortgage and Deed of Trust dated as of May 1, 1921, and ninety-three Supplemental Indentures thereto dated respectively as of May 1, 1921, February 1, 1924, July 1, 1926, June 20, 1928, June 1, 1932, July 1, 1932, July 1, 1935, September 1, 1936, October 20, 1936, December 1, 1936, December 1, 1938, August 31, 1944, September 1, 1944, May 1, 1945, October 1, 1945, November 1, 1949, December 1, 1952, December 1, 1955, January 1, 1958, February 1, 1960, April 1, 1961, September 1, 1963, April 1, 1967, May 1, 1967, January 1, 1968, October 1, 1968, December 1, 1969, January 1, 1970, October 1, 1970, December 1, 1971, August 1, 1972, April 1, 1973, March 1, 1974, February 1, 1975, September 1, 1975, May 1, 1977, March 1, 1978, September 1, 1980, October 1, 1981, June 30, 1982, October 1, 1982, July 1, 1983, January 1, 1984, October 1, 1985, September 1, 1986, April 1, 1987, October 1, 1987, November 1, 1987, April 1, 1988, November 1, 1988, June 1, 1989, September 1, 1989, December 1, 1989, April 1, 1992, July 1, 1992, October 1, 1992, July 1, 1993, July 1, 1993, December 1, 1993, February 1, 1994, February 1, 1994, June 1, 1994, October 1, 1994, June 1, 1996, January 1, 1997, May 1, 1997, June 1, 1997, June 1, 1997, May 1, 1998, May 1, 1998, September 1, 2004, September 1, 2004, April 1, 2005, June 1, 2006, March 1, 2007, September 1, 2007, May 1, 2008, February 1, 2009, October 1, 2011, January 1, 2013, April 1, 2014, May 1, 2015, November 1, 2015, March 1, 2017, August 1, 2017, March 1, 2018, March 1, 2019, September 1, 2019, December 1, 2020, June 1, 2021, January 1, 2023, July 1, 2023 and January 1, 2024 (said Indenture of Mortgage and Deed of Trust (i) as heretofore amended, including as amended and restated in its entirety on April 7, 2005, being hereinafter generally called the “Mortgage Indenture,” and (ii) together with said Supplemental Indentures thereto, the “Mortgage”), all of which have been duly recorded as required by law, for the purpose of securing its First and Refunding Mortgage Bonds (of which $4,969,845,000 aggregate principal amount are outstanding at the date of this Supplemental Indenture) in an unlimited amount, issued and to be issued for the purposes and in the manner therein provided, of which Mortgage this Supplemental Indenture is intended to be made a part, as fully as if therein recited at length;

 

WHEREAS, the Company, by appropriate and sufficient corporate action in conformity with the provisions of the Mortgage, has duly determined to create a further series of bonds under the Mortgage to be designated “4.95% First and Refunding Mortgage Bonds, 2024 Series B, due 2034” (hereinafter generally referred to as the “bonds of 2024 Series B”), to consist of fully registered bonds containing terms and provisions duly fixed and determined by the Board of Directors of the Company and expressed in this Supplemental Indenture, such fully registered bonds and the Trustee’s certificate of its authentication thereof to be substantially in the forms thereof respectively set forth in Schedule A appended hereto and made a part hereof; and

 

1

 

 

WHEREAS, the execution and delivery of this Supplemental Indenture and the issue of not in excess initially of Three Hundred Million Dollars ($300,000,000) in aggregate principal amount of bonds of 2024 Series B and other necessary actions have been duly authorized by the Board of Directors of the Company; and

 

WHEREAS, the Company has purchased, constructed or otherwise acquired certain additional property not specifically described in the Mortgage but which is and is intended to be subject to the lien thereof, and proposes specifically to subject such additional property to the lien of the Indenture at this time; and

 

WHEREAS, the Company proposes to execute and deliver this Supplemental Indenture to provide for the issue of the bonds of 2024 Series B, to subject such additional property to the lien of the Mortgage and to confirm the lien of the Mortgage on the Property referred to below, all as permitted by Sections 401 and 1301(d) and (f) of the Mortgage Indenture; and

 

WHEREAS, all acts and things necessary to constitute this Supplemental Indenture a valid, binding and legal instrument and to make the bonds of 2024 Series B, when executed by the Company and authenticated by the Trustee, the valid, binding and legal obligations of the Company have been authorized and performed;

 

NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE OF MORTGAGE AND DEED OF TRUST WITNESSETH:

 

That in order to secure the payment of the principal of and interest on all bonds issued and to be issued under the Mortgage, according to their tenor and effect, and according to the terms of the Mortgage and this Supplemental Indenture, and to secure the performance of the covenants and obligations in said bonds and in the Mortgage and this Supplemental Indenture respectively contained, and for the better assuring and confirming unto the Trustee, its successor or successors and its or their assigns, upon the trusts and for the purposes expressed in the Mortgage and this Supplemental Indenture, all and singular the hereditaments, premises, estates and property of the Company thereby conveyed or assigned or intended so to be, or which the Company may thereafter have become bound to convey or assign to the Trustee, as security for said bonds (except such hereditaments, premises, estates and property as shall have been disposed of or released or withdrawn from the lien of the Mortgage and this Supplemental Indenture, in accordance with the provisions thereof and subject to alterations, modifications and changes in said hereditaments, premises, estates and property as permitted under the provisions thereof), the Company, for and in consideration of the premises and the sum of One Dollar ($1.00) to it in hand paid by the Trustee, the receipt whereof is hereby acknowledged, and of other valuable considerations, has granted, bargained, sold, assigned, mortgaged, pledged, transferred, set over, aliened, enfeoffed, released, conveyed and confirmed, and by these presents does grant, bargain, sell, assign, mortgage, pledge, transfer, set over, alien, enfeoff, release, convey and confirm unto said Deutsche Bank Trust Company Americas (f/k/a Bankers Trust Company), as Trustee, and its successor or successors in the trusts created by the Mortgage and this Supplemental Indenture, and its and their assigns, all of said hereditaments, premises, estates and property (except and subject as aforesaid), as fully as though described at length herein, including, without limitation of the foregoing, the property, rights and privileges of the Company described or referred to in Schedule B hereto.

 

2

 

 

Together with all plants, buildings, structures, improvements and machinery located upon said real estate or any portion thereof, and all rights, privileges and easements of every kind and nature appurtenant thereto, and all and singular the tenements, hereditaments and appurtenances belonging to the real estate or any part thereof described or referred to in Schedule B or intended so to be, or in any wise appertaining thereto, and the reversions, remainders, rents, issues and profits thereof, and also all the estate, right, title, interest, property, possession, claim and demand whatsoever, as well in law as in equity, of the Company, of, in and to the same and any and every part thereof, with the appurtenances; except and subject as aforesaid.

 

TO HAVE AND TO HOLD all and singular the property, rights and privileges hereby granted or mentioned or intended so to be, together with all and singular the reversions, remainders, rents, revenues, income, issues and profits, privileges and appurtenances, now or hereafter belonging or in any way appertaining thereto, unto the Trustee and its successor or successors in the trust created by the Mortgage and this Supplemental Indenture, and its and their assigns, forever, and with like effect as if the above described property, rights and privileges had been specifically described at length in the Mortgage and this Supplemental Indenture.

 

Subject, however, to Permitted Liens, as defined in the Mortgage Indenture.

 

IN TRUST, NEVERTHELESS, upon the terms and trusts of the Mortgage and this Supplemental Indenture for those who shall hold the bonds and coupons issued and to be issued thereunder, or any of them, without preference, priority or distinction as to lien of any of said bonds and coupons over any others thereof by reason of priority in the time of the issue or negotiation thereof, or otherwise howsoever, subject, however, to the provisions in reference to extended, transferred or pledged coupons and claims for interest set forth in the Mortgage and this Supplemental Indenture (and subject to any sinking fund that may heretofore have been or hereafter be created for the benefit of any particular series).

 

And it is hereby covenanted that all such bonds of 2024 Series B are to be issued, authenticated and delivered, and that the mortgaged premises are to be held by the Trustee, upon and subject to the trusts, covenants, provisions and conditions and for the uses and purposes set forth in the Mortgage and this Supplemental Indenture and upon and subject to the further covenants, provisions and conditions and for the uses and purposes hereinafter set forth, as follows, to wit:

 

ARTICLE 1.

 

FORM AND PROVISIONS OF BONDS OF 2024 SERIES B

 

SECTION 1.01.          Designation; Amount. The bonds of 2024 Series B shall be designated “4.95% First and Refunding Mortgage Bonds, 2024 Series B, due 2034” and shall initially be authenticated in the aggregate principal amount of Three Hundred Million Dollars ($300,000,000). The initial issue of the bonds of 2024 Series B may be effected upon compliance with the applicable provisions of the Mortgage Indenture. Additional bonds of 2024 Series B, without limitation as to amount, having the same terms and conditions as the bonds of 2024 Series B (except for the date of original issuance, the offering price and, if applicable, the initial interest payment date) may also be issued by the Company without the consent of the holders of the bonds of 2024 Series B, pursuant to a separate supplemental indenture related thereto. Such additional bonds of 2024 Series B shall be part of the same series as the bonds of 2024 Series B.

 

3

 

 

SECTION 1.02.          Form of Bonds of 2024 Series B. The bonds of 2024 Series B shall be issued only in fully registered form without coupons in minimum denominations of Two Thousand Dollars ($2,000) and integral multiples of One Thousand Dollars ($1,000) thereafter.

 

The bonds of 2024 Series B and the certificate of the Trustee upon said bonds shall be substantially in the forms thereof respectively set forth in Schedule A appended hereto.

 

SECTION 1.03.          Provisions of Bonds of 2024 Series B; Interest Accrual. The bonds of 2024 Series B shall mature on August 15, 2034, and shall bear interest, including on overdue interest, payable semiannually on February 15 and August 15 of each year, commencing February 15, 2025, at the rate specified in their title, until the Company’s obligation in respect of the principal thereof shall be discharged; and shall be payable both as to principal and interest at the office or agency of the Company in the Borough of Manhattan, New York, New York, in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. The interest on the bonds of 2024 Series B, whether in temporary or definitive form, shall be payable without presentation of such bonds; and only to or upon the written order of the registered holders thereof of record at the applicable record date (as hereinafter defined). The bonds of 2024 Series B shall be callable for redemption in whole or in part according to the terms and provisions herein in Article 2.

 

Each bond of 2024 Series B authenticated in accordance with the terms of this Supplemental Indenture shall be dated as of August 13, 2024 and shall bear interest on the principal amount thereof from the interest payment date next preceding the date of authentication thereof by the Trustee to which interest has been paid on the bonds of 2024 Series B, or if the date of authentication thereof is prior to February 15, 2025, then from August 13, 2024, or if the date of authentication thereof be an interest payment date to which interest is being paid or a date between the record date for any such interest payment date and such interest payment date, then from such interest payment date. Interest on the bonds of 2024 Series B shall be computed on the basis of a 360-day year consisting of twelve 30-day months, and with respect to any period less than a full month, on the basis of the actual number of days elapsed in such period.

 

The person in whose name any bond of 2024 Series B is registered at the close of business on any record date with respect to any interest payment date shall be entitled to receive the interest payable on such interest payment date notwithstanding the cancellation of such bond upon any registration of transfer or exchange thereof subsequent to the record date and prior to such interest payment date, except that if and to the extent the Company shall default in the payment of the interest due on such interest payment date, then such defaulted interest shall be paid to the person in whose name such bond is registered on a subsequent record date for the payment of defaulted interest if one shall have been established as hereinafter provided and otherwise on the date of payment of such defaulted interest. A subsequent record date may be established by the Company by notice mailed to the owners of bonds of 2024 Series B not less than ten (10) days preceding such record date, which record date shall not be more than thirty (30) days prior to the subsequent interest payment date. The term “record date” as used in this Section with respect to any regular interest payment (i.e., February 15 or August 15) shall mean the February 1 or August 1, as the case may be, next preceding such interest payment date, or if such February 1 or August 1 shall be a legal holiday or a day on which banking institutions in the Borough of Manhattan, New York, New York are authorized by law to close, the next preceding day which shall not be a legal holiday or a day on which such institutions are so authorized to close.

 

4

 

 

SECTION 1.04.          Transfer and Exchange of Bonds of 2024 Series B The bonds of 2024 Series B may be surrendered for registration of transfer as provided in Section 305 of the Mortgage Indenture at the office or agency of the Company in the Borough of Manhattan, New York, New York, and may be surrendered at said office for exchange for a like aggregate principal amount of bonds of 2024 Series B of other authorized denominations. Notwithstanding the provisions of Section 305 of the Mortgage Indenture, no charge, except for taxes or other governmental charges, shall be made by the Company for any registration of transfer of bonds of 2024 Series B or for the exchange of any bonds of 2024 Series B for bonds of other authorized denominations.

 

SECTION 1.05.          Consent to Amendment and Restatement of Mortgage Indenture. Each holder of a bond of 2024 Series B, solely by virtue of its acquisition thereof, including as an owner of a book-entry interest therein, shall have and be deemed to have consented, without the need for any further action or consent by such holder, to the amendment and restatement of the Mortgage Indenture in the form set forth in Schedule C to the Supplemental Indenture dated as of April 1, 2005.

 

ARTICLE 2.

 

REDEMPTION OF BONDS OF 2024 SERIES B

 

SECTION 2.01.          Redemption of Bonds of 2024 Series B. Prior to the Par Call Date, the Company may redeem the bonds of 2024 Series B at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount of the bonds of 2024 Series B to be redeemed and rounded to three decimal places) equal to the greater of:

 

(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest on the bonds of 2024 Series B discounted to the redemption date (assuming the bonds of 2024 Series B matured on the Par Call Date) on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption, or

 

(2) 100% of the principal amount of the bonds of 2024 Series B being redeemed,

 

plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.

 

On or after the Par Call Date the Company may redeem the bonds of 2024 Series B at its option in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the bonds of 2024 Series B being redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date.

 

5

 

 

SECTION 2.02.          Definitions Applicable to Redemption Provisions. The terms which follow, when used in this Supplemental Indenture, shall have the following meanings:

 

“Par Call Date” means May 15, 2034 (the date that is three months prior to the maturity date of the bonds of 2024 Series B).

 

“Treasury Rate” means, with respect to any redemption date, the rate per annum determined by the Company in accordance with the following two paragraphs.

 

The Treasury Rate shall be determined by the Company after 4:15 p.m., New York City time (or after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third business day preceding the redemption date based upon the yield or yields for the most recent day that appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily) - H.15” (or any successor designation or publication) (“H.15”) under the caption “U.S. government securities–Treasury constant maturities–Nominal” (or any successor caption or heading) (“H.15 TCM”). In determining the Treasury Rate, the Company shall select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the redemption date to the Par Call Date (the “Remaining Life”); or (2) if there is no such Treasury constant maturity on H.15 exactly equal to the Remaining Life, the two yields – one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15 immediately longer than the Remaining Life – and shall interpolate to the Par Call Date on a straight-line basis (using the actual number of days) using such yields and rounding the result to three decimal places; or (3) if there is no such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the redemption date.

 

If on the third business day preceding the redemption date H.15 TCM is no longer published, the Company shall calculate the Treasury Rate based on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second business day preceding such redemption date of the United States Treasury security maturing on, or with a maturity that is closest to, the Par Call Date, as applicable. If there is no United States Treasury security maturing on the Par Call Date but there are two or more United States Treasury securities with a maturity date equally distant from the Par Call Date, one with a maturity date preceding the Par Call Date, and one with a maturity date following the Par Call Date the Company shall select the United States Treasury security with a maturity date preceding the Par Call Date. If there are two or more United States Treasury securities maturing on the Par Call Date or two or more United States Treasury securities meeting the criteria of the preceding sentence, the Company shall select from among these two or more United States Treasury securities the United States Treasury security that is trading closest to par based upon the average of the bid and asked prices for such United States Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual yield to maturity of the applicable United States Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such United States Treasury security, and rounded to three decimal places.

 

6

 

 

The Company’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error. The Trustee shall have no responsibility to calculate the redemption price.

 

Notice of any redemption will be mailed or electronically delivered (or otherwise transmitted in accordance with the depositary’s procedures) at least 10 days but not more than 60 days before the redemption date to each holder of bonds of 2024 Series B to be redeemed.

 

In the case of a partial redemption, selection of the bonds of 2024 Series B for redemption will be made by lot or pursuant to the applicable depositary’s procedures. No bonds of a principal amount of $2,000 or less will be redeemed in part. If any bond of 2024 Series B is to be redeemed in part only, the notice of redemption that relates to the bonds of 2024 Series B will state the portion of the principal amount of the bond of 2024 Series B to be redeemed. A new bond of 2024 Series B in a principal amount equal to the unredeemed portion of such bond of 2024 Series B will be issued in the name of the holder of the bond of 2024 Series B upon surrender for cancellation of the original bond of 2024 Series B. For so long as the bonds of 2024 Series B are held by DTC (or another depositary), the redemption of the bonds of 2024 Series B shall be done in accordance with the policies and procedures of the depositary.

 

On and after the redemption date interest will cease to accrue on the bonds of 2024 Series B or portions thereof called for redemption. Prior to any redemption date, the Company is required to deposit with a paying agent money sufficient to pay the redemption price of and accrued interest on the bonds of 2024 Series B to be redeemed on such date.

 

Any redemption may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, the completion or occurrence of a related transaction or event, as the case may be, and any notice of redemption made in connection with a related transaction or event may, at the Company’s discretion, be given prior to the completion or the occurrence thereof. If such redemption is subject to satisfaction of one or more conditions precedent, such notice will describe each such condition, and if applicable, will state that, at the Company’s discretion, the redemption date may be delayed until such time (including more than 60 days after the date the notice of redemption was mailed or delivered, including by electronic transmission) as any or all such conditions are satisfied (or waived by the Company in its sole discretion), or that such redemption may not occur and such notice may be rescinded in the event that any or all such conditions are not satisfied (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date as so delayed, or that such notice may be rescinded at any time in the Company’s discretion if in its good faith judgment any or all of such conditions will not be satisfied. If any such condition precedent has not been satisfied, the Company shall provide written notice prior to the close of business on the business day immediately prior to the redemption date. Upon receipt of such notice, the notice of redemption shall be rescinded or delayed, and the redemption of the bonds of 2024 Series B shall be rescinded or delayed as provided in such notice.

 

7

 

 

ARTICLE 3.

 

AMENDMENT OF MORTGAGE INDENTURE

 

SECTION 3.01.          Amendment to Section 1606 of the Mortgage Indenture. Section 1606 of the Mortgage Indenture is hereby amended by deleting clause (iv) of Section 1606(a) in its entirety and replacing it with the following clause (iv):

 

“          (iv) an Opinion of Counsel to the effect that the certificates and other instruments which have been or are therewith delivered to the Trustee conform to the requirements of this Mortgage, and that all conditions precedent herein provided for relating to such withdrawal have been complied with.”

 

SECTION 3.02.          Applicability of Amendment to Mortgage Indenture. Except as provided in Section 3.01 hereof, each and every term and condition contained in this Supplemental Indenture that modifies, amends or supplements the terms and conditions of the Mortgage Indenture shall apply only to the bonds of 2024 Series B and not to any other Securities under the Mortgage Indenture. Except as specifically amended and supplemented by, or to the extent inconsistent with this Supplemental Indenture, the Mortgage Indenture shall remain in full force and effect and is hereby ratified and confirmed.

 

ARTICLE 4.

 

MISCELLANEOUS

 

SECTION 4.01.          Benefits of Supplemental Indenture and Bonds of 2024 Series B. Nothing in this Supplemental Indenture, or in the bonds of 2024 Series B, expressed or implied, is intended to or shall be construed to give to any person or corporation other than the Company, the Trustee and the holders of the bonds and interest obligations secured by the Mortgage and this Supplemental Indenture, any legal or equitable right, remedy or claim under or in respect of this Supplemental Indenture or of any covenant, condition or provision herein contained. All the covenants, conditions and provisions hereof are and shall be for the sole and exclusive benefit of the Company, the Trustee and the holders of the bonds and interest obligations secured by the Mortgage and this Supplemental Indenture.

 

SECTION 4.02.          Effect of Table of Contents and Headings. The table of contents and the description headings of the several Articles and Sections of this Supplemental Indenture are inserted for convenience of reference only and are not to be taken to be any part of this Supplemental Indenture or to control or affect the meaning, construction or effect of the same.

 

SECTION 4.03.          Counterparts. For the purpose of facilitating the recording hereof, this Supplemental Indenture may be executed in any number of counterparts, each of which shall be and shall be taken to be an original and all collectively but one instrument.

 

8

 

 

IN WITNESS WHEREOF, The Connecticut Light and Power Company, doing business as Eversource Energy, has caused these presents to be executed by its Assistant Treasurer-Corporate Finance and Cash Management and its corporate seal to be hereunto affixed, duly attested by its Secretary, and Deutsche Bank Trust Company Americas has caused these presents to be executed and its corporate seal to be hereunto affixed by Deutsche Bank National Trust Company, its authorized signatory, by a Vice President and an Assistant Vice President, duly attested by a Vice President, as of the day and year first above written.

 

[The remainder of this page left blank intentionally; signature pages follow.]

 

9

 

 

    THE CONNECTICUT LIGHT AND
    POWER COMPANY doing business as
Attest:   EVERSOURCE ENERGY
   
   
/s/ Florence J. Iacono   By: /s/ Emilie G. O’Neil
Florence J. Iacono     Emilie G. O’Neil
Secretary     Assistant Treasurer-Corporate Finance and Cash Management
   
(SEAL)     Signed, sealed and delivered in the presence of:
     
      /s/ Sean O’Neil
     
      /s/ Joshua O’Neil

 

10

 

 

COMMONWEALTH OF MASSACHUSETTS )  
  ) ss.:  
COUNTY OF suffolk )  

 

On this 23 day of July , 2024, before the undersigned officer, personally appeared Emilie G. O’Neil and Florence J. Iacono who acknowledged themselves to be the Assistant Treasurer–Corporate Finance and Cash Management, and the Secretary, respectively, of THE CONNECTICUT LIGHT AND POWER COMPANY, doing business as EVERSOURCE ENERGY, a Connecticut corporation, and that they, as such Assistant Treasurer-Corporate Finance and Cash Management, and such Secretary, being authorized so to do, executed the foregoing instrument for the purpose therein contained, by signing the name of the corporation by themselves as the Assistant Treasurer-Corporate Finance and Cash Management, and the Secretary, and as their free act and deed.

 

IN WITNESS WHEREOF, I hereunto set my hand and official seal.

 

/s/ Paula M. Guerard
  Notary Public
  My commission expires: December 16, 2027.
(SEAL)  

 

11

 

 

    DEUTSCHE BANK TRUST COMPANY
Attest:   AMERICAS f/k/a BANKERS TRUST
  COMPANY, TRUSTEE
   
   
/s/ Ellen Jean Baptiste   By: /s/ Chris Niesz
Name: Ellen Jean Baptiste     Chris Niesz
Title: Vice President     Vice President
   
    By: /s/ Irina Golovashchuk
      Irina Golovashchuk
      Vice President
     
(SEAL)     Signed, sealed and delivered in the presence of:
   
    /s/ Brad Lee
     
      /s/ Angel Milanes, Jr.

 

12

 

 

STATE OF NEW york  )  
  ) ss.:  
COUNTY OF new York )  

 

On this 24 day of July, 2024, before the undersigned officer, personally appeared Chris Niesz and Irina Golovashchuk, acknowledged themselves to be Vice Presidents, as authorized signatory for DEUTSCHE BANK TRUST COMPANY AMERICAS f/k/a BANKERS TRUST COMPANY, a corporation, and that they, as officers, being authorized so to do, executed the foregoing instrument for the purposes therein contained, by signing the name of the corporation by themselves as Associates, and as their free act and deed.

 

IN WITNESS WHEREOF, I hereunto set my hand and official seal.

 

/s/ Boris Treyger
  Notary Public
  My commission expires: December 27, 2026.
(SEAL)  

 

13

 

 

SCHEDULE A

 

[FORM OF BOND OF 2024 SERIES B]

 

CUSIP No. 207597 ES0

 

No. 1  $300,000,000

 

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE MORTGAGE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. THIS SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE MORTGAGE AND HEREIN, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN LIMITED CIRCUMSTANCES.

 

Unless this Global Security is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to The Connecticut Light and Power Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

 

THE CONNECTICUT LIGHT AND POWER COMPANY

doing business as EVERSOURCE ENERGY

 

Incorporated under the Laws of the State of Connecticut

 

4.95% FIRST AND REFUNDING MORTGAGE BOND, 2024 SERIES B,

DUE 2034

 

PRINCIPAL DUE AUGUST 15, 2034

 

FOR VALUE RECEIVED, THE CONNECTICUT LIGHT AND POWER COMPANY, doing business as EVERSOURCE ENERGY, a corporation organized and existing under the laws of the State of Connecticut (hereinafter called the Company), hereby promises to pay to Cede & Co., or registered assigns, the principal sum of Three Hundred Million Dollars ($300,000,000), on August 15, 2034 and to pay interest, including overdue interest, on said sum, semiannually in arrears on February 15 and August 15 of each year, commencing February 15, 2025 until the Company’s obligation with respect to said principal sum shall be discharged, at the rate per annum specified in the title of this bond from the interest payment date next preceding the date of authentication hereof to which interest has been paid on the bonds of this series, or if the date of authentication thereof is prior to February 15, 2025, then from August 13, 2024, or if the date of authentication hereof is an interest payment date to which interest is being paid or a date between the record date for any such interest payment date and such interest payment date, then from such interest payment date. Both principal and interest shall be payable at the office or agency of the Company in the Borough of Manhattan, New York, New York, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts.

 

A-1

 

 

Interest on the bonds of 2024 Series B shall be computed on the basis of a 360-day year consisting of twelve 30-day months, and with respect to any period less than a full month, on the basis of the actual number of days elapsed for such period.

 

Each installment of interest hereon (other than overdue interest) shall be payable to the person who shall be the registered owner of this bond at the close of business on the record date, which shall be the February 1 or August 1, as the case may be, next preceding the interest payment date, or, if such February 1 or August 1 shall be a legal holiday or a day on which banking institutions in the Borough of Manhattan, New York, New York, are authorized by law to close, the next preceding day which shall not be a legal holiday or a day on which such institutions are so authorized to close.

 

Reference is hereby made to the further provisions of this bond set forth on the reverse hereof, including without limitation provisions in regard to the call and redemption and the registration of transfer and exchangeability of this bond, and such further provisions shall for all purposes have the same effect as though fully set forth in this place.

 

This bond shall not become or be valid or obligatory until the certificate of authentication hereon shall have been signed by Deutsche Bank Trust Company Americas (f/k/a Bankers Trust Company and hereinafter with its successors as defined in the Mortgage hereinafter referred to, generally called the Trustee), or by such a successor.

 

A-2

 

 

IN WITNESS WHEREOF, The Connecticut Light and Power Company, doing business as Eversource Energy, has caused this bond to be executed in its corporate name and on its behalf by its Assistant Treasurer-Corporate Finance and Cash Management by her signature or a facsimile thereof, and its corporate seal to be affixed or imprinted hereon and attested by the manual or facsimile signature of its Secretary.

 

Dated as of August 13, 2024

 

  THE CONNECTICUT LIGHT AND POWER COMPANY doing business as EVERSOURCE ENERGY
   
  By:  
    Emilie G. O’Neil
    Assistant Treasurer-Corporate Finance and Cash Management
   
  Attest:
   
   
  Florence J. Iacono
  Secretary

 

[FORM OF TRUSTEE’S CERTIFICATE]

 

Deutsche Bank Trust Company Americas hereby certifies that this bond is one of the bonds described in the within mentioned Mortgage.

 

DEUTSCHE BANK TRUST COMPANY AMERICAS f/k/a BANKERS TRUST COMPANY, TRUSTEE
 
Dated as of August 13, 2024 By:  
    Name:  
    Title: Authorized Officer

 

A-3

 

 

[FORM OF BOND]

 

[REVERSE]

 

THE CONNECTICUT LIGHT AND POWER COMPANY

doing business as EVERSOURCE ENERGY

 

4.95% FIRST AND REFUNDING MORTGAGE BOND, 2024 Series B,

DUE 2034

 

This bond is one of an issue of bonds of the Company, of an unlimited authorized amount of coupon bonds or registered bonds without coupons, or both, known as its First and Refunding Mortgage Bonds, all issued or to be issued in one or more series, and is one of a series of said bonds limited in principal amount to Three Hundred Million Dollars ($300,000,000), consisting only of registered bonds without coupons and designated “4.95% First and Refunding Mortgage Bonds, 2024 Series B, due 2034” all of which bonds are issued or are to be issued under, and equally and ratably secured by, a certain Indenture of Mortgage and Deed and Trust dated as of May 1, 1921, and by ninety-three Supplemental Indentures dated respectively as of May 1, 1921, February 1, 1924, July 1, 1926, June 20, 1928, June 1, 1932, July 1, 1932, July 1, 1935, September 1, 1936, October 20, 1936, December 1, 1936, December 1, 1938, August 31, 1944, September 1, 1944, May 1, 1945, October 1, 1945, November 1, 1949, December 1, 1952, December 1, 1955, January 1, 1958, February 1, 1960, April 1, 1961, September 1, 1963, April 1, 1967, May 1, 1967, January 1, 1968, October 1, 1968, December 1, 1969, January 1, 1970, October 1, 1970, December 1, 1971, August 1, 1972, April 1, 1973, March 1, 1974, February 1, 1975, September 1, 1975, May 1, 1977, March 1, 1978, September 1, 1980, October 1, 1981, June 30, 1982, October 1, 1982, July 1, 1983, January 1, 1984, October 1, 1985, September 1, 1986, April 1, 1987, October 1, 1987, November 1, 1987, April 1, 1988, November 1, 1988, June 1, 1989, September 1, 1989, December 1, 1989, April 1, 1992, July 1, 1992, October 1, 1992, July 1, 1993, July 1, 1993, December 1, 1993, February 1, 1994, February 1, 1994, June 1, 1994, October 1, 1994, June 1, 1996, January 1, 1997, May 1, 1997, June 1, 1997, June 1, 1997, May 1, 1998, May 1, 1998, September 1, 2004, September 1, 2004, April 1, 2005, June 1, 2006, March 1, 2007, September 1, 2007, May 1, 2008, February 1, 2009, October 1, 2011, January 1, 2013, April 1, 2014, May 1, 2015, November 1, 2015, March 1, 2017, August 1, 2017, March 1, 2018, March 1, 2019, September 1, 2019, December 1, 2020, June 1, 2021, January 1, 2023, July 1, 2023 and January 1, 2024 (said Indenture of Mortgage and Deed of Trust and Supplemental Indentures being collectively referred to herein as the “Mortgage”), all executed by the Company to Deutsche Bank Trust Company Americas f/k/a Bankers Trust Company, as Trustee, all as provided in the Mortgage to which reference is made for a statement of the property mortgaged and pledged, the nature and extent of the security, the rights of the holders of the bonds in respect thereof and the terms and conditions upon which the bonds may be issued and are secured; but neither the foregoing reference to the Mortgage nor any provision of this bond or of the Mortgage shall affect or impair the obligation of the Company, which is absolute, unconditional and unalterable, to pay at the maturities herein provided the principal of and interest on this bond as herein provided. The principal of this bond may be declared or may become due on the conditions, in the manner and at the time set forth in the Mortgage, upon the happening of an event of default as in the Mortgage provided. The Mortgage was amended and restated in its entirety on April 7, 2005 in the form set forth in Schedule C to the Supplemental Indenture dated as of April 1, 2005.

 

A-4

 

 

This bond is transferable by the registered holder hereof in person or by attorney upon surrender hereof at the office or agency of the Company in the Borough of Manhattan, New York, New York, together with a written instrument of transfer in approved form, signed by the holder, and a new bond or bonds of this series for a like principal amount in authorized denominations will be issued in exchange, all as provided in the Mortgage. Prior to due presentment for registration of transfer of this bond the Company and the Trustee may deem and treat the registered owner hereof as the absolute owner hereof, whether or not this bond be overdue, for the purpose of receiving payment and for all other purposes, and neither the Company nor the Trustee shall be affected by any notice to the contrary.

 

This bond is exchangeable at the option of the registered holder hereof upon surrender hereof, at the office or agency of the Company in the Borough of Manhattan, New York, New York, for an equal principal amount of bonds of this series of other authorized denominations, in the manner and on the terms provided in the Mortgage.

 

Bonds of this series are to be issued initially under a book-entry only system and, except as hereinafter provided, registered in the name of The Depository Trust Company, New York, New York (“DTC”) or its nominee, which shall be considered to be the holder of all bonds of this series for all purposes of the Mortgage, including, without limitation, payment by the Company of principal of and interest on such bonds of this series and receipt of notices and exercise of rights of holders of such bonds of this series. There shall be a single bond of this series which shall be immobilized in the custody of DTC with the owners of book-entry interests in bonds of this series (“Book-Entry Interests”) having no right to receive bonds of this series in the form of physical securities or certificates. Ownership of Book-Entry Interests shall be shown by book-entry on the system maintained and operated by DTC, its participants (the “Participants”) and certain persons acting through the Participants. Transfers of ownership of Book-Entry Interests are to be made only by DTC and the Participants by that book-entry system, the Company and the Trustee having no responsibility therefor so long as bonds of this series are registered in the name of DTC or its nominee. DTC is to maintain records of positions of Participants in bonds of this series, and the Participants and persons acting through Participants are to maintain records of the purchasers and owners of Book-Entry Interests. If DTC or its nominee determines not to continue to act as a depository for the bonds of this series in connection with a book-entry only system, another depository, if available, may act instead and the single bond of this series will be transferred into the name of such other depository or its nominee, in which case the above provisions will continue to apply to the new depository. If the book-entry only system for bonds of this series is discontinued for any reason, upon surrender and cancellation of the single bond of this series registered in the name of the then depository or its nominee, new registered bonds of this series will be issued in authorized denominations to the holders of Book-Entry Interests in principal amounts coinciding with the amounts of Book-Entry Interests shown on the book-entry system immediately prior to the discontinuance thereof. Neither the Trustee nor the Company shall be responsible for the accuracy of the interests shown on that system.

 

A-5

 

 

As provided in the Supplemental Indenture, this bond shall be subject to redemption prior to maturity as follows:

 

Prior to the Par Call Date, the Company may redeem the bonds of 2024 Series B at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount of the bonds of 2024 Series B to be redeemed and rounded to three decimal places) equal to the greater of:

 

(1)(a) the sum of the present values of the remaining scheduled payments of principal and interest on the bonds of 2024 Series B discounted to the redemption date (assuming the bonds of 2024 Series B matured on the Par Call Date) on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption, or

 

(2) 100% of the principal amount of the bonds of 2024 Series B being redeemed,

 

plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.

 

On or after the Par Call Date the Company may redeem the bonds of 2024 Series B at its option in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the bonds of 2024 Series B being redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date.

 

“Par Call Date” means May 15, 2034 (the date that is three months prior to the maturity date of the bonds of 2024 Series B).

 

“Treasury Rate” means, with respect to any redemption date, the rate per annum determined by the Company in accordance with the following two paragraphs.

 

The Treasury Rate shall be determined by the Company after 4:15 p.m., New York City time (or after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third business day preceding the redemption date based upon the yield or yields for the most recent day that appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily) - H.15” (or any successor designation or publication) (“H.15”) under the caption “U.S. government securities–Treasury constant maturities–Nominal” (or any successor caption or heading) (“H.15 TCM”). In determining the Treasury Rate, the Company shall select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the redemption date to the Par Call Date (the “Remaining Life”); or (2) if there is no such Treasury constant maturity on H.15 exactly equal to the Remaining Life, the two yields – one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15 immediately longer than the Remaining Life – and shall interpolate to the Par Call Date on a straight-line basis (using the actual number of days) using such yields and rounding the result to three decimal places; or (3) if there is no such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the redemption date.

 

A-6

 

 

If on the third business day preceding the redemption date H.15 TCM is no longer published, the Company shall calculate the Treasury Rate based on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second business day preceding such redemption date of the United States Treasury security maturing on, or with a maturity that is closest to, the Par Call Date, as applicable. If there is no United States Treasury security maturing on the Par Call Date but there are two or more United States Treasury securities with a maturity date equally distant from the Par Call Date, one with a maturity date preceding the Par Call Date, and one with a maturity date following the Par Call Date the Company shall select the United States Treasury security with a maturity date preceding the Par Call Date. If there are two or more United States Treasury securities maturing on the Par Call Date or two or more United States Treasury securities meeting the criteria of the preceding sentence, the Company shall select from among these two or more United States Treasury securities the United States Treasury security that is trading closest to par based upon the average of the bid and asked prices for such United States Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual yield to maturity of the applicable United States Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such United States Treasury security, and rounded to three decimal places.

 

The Company’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error. The Trustee shall have no responsibility to calculate the redemption price.

 

Notice of any redemption will be mailed or electronically delivered (or otherwise transmitted in accordance with the depositary’s procedures) at least 10 days but not more than 60 days before the redemption date to each holder of bonds of 2024 Series B to be redeemed.

 

In the case of a partial redemption, selection of the bonds of 2024 Series B for redemption will be made by lot or pursuant to the applicable depositary’s procedures. No bonds of a principal amount of $2,000 or less will be redeemed in part. If any bond of 2024 Series B is to be redeemed in part only, the notice of redemption that relates to such bond of 2024 Series B will state the portion of the principal amount of the bonds of 2024 Series B to be redeemed. A new bond of 2024 Series B in a principal amount equal to the unredeemed portion of such bond of 2024 Series B will be issued in the name of the holder of the bond of 2024 Series B upon surrender for cancellation of the original bond of 2024 Series B. For so long as the bonds of 2024 Series B are held by DTC (or another depositary), the redemption of the bonds of 2024 Series B shall be done in accordance with the policies and procedures of the depositary.

 

On and after the redemption date interest will cease to accrue on the bonds of 2024 Series B or portions thereof called for redemption. Prior to any redemption date, the Company is required to deposit with a paying agent money sufficient to pay the redemption price of and accrued interest on the bonds of 2024 Series B to be redeemed on such date.

 

A-7

 

 

Any redemption may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, the completion or occurrence of a related transaction or event, as the case may be, and any notice of redemption made in connection with a related transaction or event may, at the Company’s discretion, be given prior to the completion or the occurrence thereof. If such redemption is subject to satisfaction of one or more conditions precedent, such notice will describe each such condition, and if applicable, will state that, at the Company’s discretion, the redemption date may be delayed until such time (including more than 60 days after the date the notice of redemption was mailed or delivered, including by electronic transmission) as any or all such conditions are satisfied (or waived by the Company in its sole discretion), or that such redemption may not occur and such notice may be rescinded in the event that any or all such conditions are not satisfied (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date as so delayed, or that such notice may be rescinded at any time in the Company’s discretion if in its good faith judgment any or all of such conditions will not be satisfied. If any such condition precedent has not been satisfied, the Company shall provide written notice prior to the close of business on the business day immediately prior to the redemption date. Upon receipt of such notice, the notice of redemption shall be rescinded or delayed, and the redemption of the bonds of 2024 Series B shall be rescinded or delayed as provided in such notice.

 

If this bond is called for redemption in whole or in part and payment is duly provided as specified in the Indenture, this bond, or the part thereof so called, shall cease to be entitled to the security of the Indenture, and from and after the date fixed in the call for such redemption, interest shall cease to accrue on this bond, or on such part so called; and if less than the whole principal amount hereof shall be called, the registered owner hereof shall, in addition to the sums payable on account of the part called, be entitled, at his option, to receive on surrender hereof one or more bonds of this series, of an aggregate principal amount equal to that part of the principal amount hereof not called and paid, or to present this bond for the notation hereon by the Trustee (or to make such notation in accordance with an agreement for payment of principal filed with the Trustee as provided in this bond) of the payment of the part of the principal amount hereof then called and paid.

 

The Mortgage provides that the Company and the Trustee, with consent of the holders of not less than 66-2/3% in aggregate principal amount of the bonds at the time outstanding which would be affected by the action proposed to be taken, may by supplemental indenture add any provisions to or change or eliminate any of the provisions of the Mortgage or modify the rights of the holders of the bonds and coupons issued thereunder; provided, however, that without the consent of the holder hereof no such supplemental indenture shall affect the terms of payment of the principal of or interest or premium on this bond, or reduce the aforesaid percentage of the bonds the holders of which are required to consent to such a supplemental indenture, or permit the creation by the Company of any mortgage or pledge or lien in the nature thereof ranking prior to or equal with the lien of the Mortgage or deprive the holder hereof of the lien of the Mortgage on any of the property which is subject to the lien thereof.

 

As set forth in the Supplemental Indenture establishing the terms and series of the bonds of this series, each holder of a bond of 2024 Series B, solely by virtue of its acquisition thereof, including as an owner of a book-entry interest therein, has and has been deemed to have consented, without the need for any further action or consent by such holder, to the amendment and restatement of the Mortgage in the form set forth in Schedule C appended to the Supplemental Indenture dated as of April 1, 2005.

 

A-8

 

 

No recourse shall be had for the payment of the principal of or the interest on this bond, or any part thereof, or for any claim based thereon or otherwise in respect thereof, to any incorporator, or any past, present or future stockholder, officer or director of the Company, either directly or indirectly, by virtue of any statute or by enforcement of any assessment or otherwise, and any and all liability of the said incorporators, stockholders, officers or directors of the Company in respect to this bond is hereby expressly waived and released by every holder hereof.

 

A-9

 

 

SCHEDULE B

 

PROPERTY SUBJECT TO THE LIEN OF THE MORTGAGE

 

CL&P FEE ACQUISITIONS

(12/29/2023-8/2/2024)

 

CL&P Fee Acquisitions Recording Information
Grantor Street Town ST Date
Recorded
Book Page Closed
Robert Campbell Davies 189 Riggs Street Oxford CT 06/17/24 473 44 06/10/24
Connecticut Light and Power Company purchased the fee simple interest in a +/- 1.76-acre parcel of land with a structure thereon from Robert Campbell Davies for future use by Transmission Engineering. The deed was recorded in the Oxford Land Records on June 17, 2024 at Volume 473, Page 44.

 

B-1

 

 

CL&P NON-DISTRIBUTION EASEMENTS

(12/29/2023-8/2/2024)

 

CL&P Non-Distribution Easements Recording Information
Grantor Street Town ST Date
Recorded
Book Page Closed
DESRI Gravel Pit Land Holdings  LLC Windsorville Rd East Windsor CT 01/17/24 456 504 12/18/23
Town of East Haddam Main Street E. Haddam CT 05/14/24 1185 114 02/01/24
Charles R Muscarella Jr 130 Old Colchester Rd Waterford CT 03/06/24 1851 5 02/16/24
Justamere Holding Company LLC 5 Peck Lane aka 150 Chestnut Ridge Rd Bethel CT 03/13/24 1177 1007 02/27/24
Mary Ellen Corbiere Ext Estate of J Shepard 6 Peck Lane aka 148 Chestnut Ridge Rd Bethel CT 03/13/24 1177 1002 02/24/24
Mary Ellen Corbiere Ext Estate of J Shepard 0 Peck Lane aka 148 Chestnut Ridge Rd Bethel CT 03/19/24 1178 25 02/24/24
Nancy Epple 4 Peck Lane aka 146 Chestnut Ridge Rd Bethel CT 03/13/24 1177 1012 02/24/24
Nancy Epple 144 Chestnut Ridge Rd aka 146 Chestnut Ridge Rd Bethel CT 03/19/24 1178 19 02/24/24
Town of Berlin 604 Berlin Tpke Berlin CT 06/14/24 825 1124 03/13/24
City of Meriden 800 Westfield Rd Meriden CT 04/22/24 5522 801 04/01/24
City of Meriden 1353 North Colony Rd Meriden CT 05/24/24 5525 955 04/01/24
Jonathan & Natalie McCoy 378 Reservoir Rd New Britain CT 04/23/24 2183 879 04/06/24
Newfield Residential Partners, LLC 534 Newfield Street Middletown CT 06/21/24 2099 165 05/03/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 351 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 362 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 373 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 384 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 395 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 406 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 417 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 428 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 439 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 450 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 461 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 472 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 483 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 494 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 505 05/07/24
City of New Britain 0 Wigwam Road Berlin CT 05/23/24 825 516 05/07/24
City of New Britain 0 Shuttle Meadow Ave Berlin CT 05/23/24 825 527 05/03/24

 

B-2

 

 

City of New Britain 0 Shuttle Meadow Ave Berlin CT 05/23/24 825 538 05/03/24
City of New Britain 0 Shuttle Meadow Ave Berlin CT 05/23/24 825 549 05/03/24
City of New Britain 490 Reservoir Road New Britain CT 05/23/24 2186 193 05/07/24
City of New Britain 2193 Andrews Street Southington CT 05/23/24 1606 543 05/07/24
John & Joanna Majcher 173 Brickyard Rd Preston CT 07/18/24 223 1022 05/15/24
Barbara Cohn 77 Main Street E. Haddam CT 05/31/24 1186 66 05/15/24
LilyRoseD, LLC 190 Leavenworth Road Shelton CT Pending TBD TBD 07/12/24
City of New Britain Shuttle Meadow Ave. & Wigwam Rd. Berlin CT 5/23/24 825 340 05/07/24

 

B-3

 

 

CL&P DISTRIBUTION EASEMENTS

(12/29/2023-8/2/2024)

 

State Grantor Name CL&P File No. Date
Recorded
Book/Page City/Town
CT Jeffrey S. Muzio, Sr. E23065 1/8/2024 381/542 Westbrook
CT BRT DiMarco PTP, LLC E23079 5/7/2024 1106/131 Portland
CT 61 West Street Associates, LLC E23081 5/22/24 2097/223 Middletown
CT ARJI Ellington LLC & ARJI Ellington 2 LLC E23091 6/18/24 549/968 Ellington
CT Jarrett M. Kravitz E23094 5/21/24 556/255 Clinton
CT Amy Carta E23097 1/11/24 2089/530 Middletown
CT Desri Gravel Pit Land Holdings, LLC E23106 2/1/24 456/862 East Windsor
CT Stephen R. Cline, Trustee E23112 4/23/24 356/887 Essex
CT Nalas 85 Westbrook, LLC E23112 4/23/24 356/889 Essex
CT PPF WE 25 Bacon Rd, LLC E23115 4/19/24 2901/920 Enfield
CT We Enfield Insdustrial LLC E23115 4/19/24 2901/923 Enfield
CT Hartford Hospital E23118 4/5/24 8235/285 Hartford
CT Mehak Realty, LLC E23120 3/13/24 113/698 Chaplin
CT George C. Field Co. Inc. E23125 2/14/24 356/51 Essex
CT Arlele L. Maclure, Timothy D. Maclure, Nicholas Paulovske & Kayla Fortier (reliability) E23134 1/25/24 1388/826 Windham
CT Flanders Road Estates, LLC, The Town of East Hampton & Brian Spack E23137 2/21/24 645/266 East Hampton
CT River Road I, LLC E23149 4/12/24 190/302 Lisbon
CT Vernon 23 (273 Talcottville) LLC E23150 2/15/24 2848/668 Vernon
CT Jan Sola Walzer E23152 1/8/24 2287/568 Madison
CT Onyx Development Group LLC E23153 1/10/24 547/102 Ellington
CT Mikalea Rando (reliability) E23155 6/13/24 1111/78 East Lyme
CT Haluch Enterprises, LLC E23157 4/2/24 387/17 Somers
CT Dollar Tree Distribution E23159 3/15/24 1962/848 Windsor
CT James Hitchew E23160 1/30/24 1419/545 Killingly
CT Francis J. Minarik & Leslie E. Minarik E23161 2/22/24 1056/85 Thompson
CT N. Silver Brook Holdings, LLC E23163 3/11/24 701/478 Montville
CT Newfield Residential Partners, LLC & Newfield Residential, LLC E23164 5/30/24 2097/881 Middletown
CT South Main Investors LLC E23166 5/21/24 2097/110 Middletown
CT Day Hill Road, LLC E23167 3/20/24 1962/979 Windsor
CT 184 Club Road, LLC E23171 2/14/24 1389/204 Windham
CT Greenscape Development LLC E23173 1/5/24 458/907 Old Lyme
CT Robert M. Tabshey & Tami N. Tabshey, Trustees E23173 1/5/24 458/909 Old Lyme
CT Town of Lisbon E23174 5/13/24 190/569 Lisbon
CT Jeffrey A. Weaver E23175 2/8/24 724/39 Brooklyn
CT David H. Carlson a.k.a. David A. Carlson & Helen M. Carlson E23179 3/8/24 1015/952 Guilford
CT Neely, LLC E23188 2/12/24 273/874 Canterbury

 

B-4

 

 

CT Ensign-Bickford Aerospace & Defense Company E23189 3/20/24 1021/260 Simsbury
CT HBN-CSC, LLC E23196 1/31/24 1813/315 Cromwell
CT OSJ of Brooklyn, LLC E23198 2/21/24 724/215 Brooklyn
CT City of Middletown E23199 3/7/24 2092/595 Middletown
CT PPF WE 500 North Street LLC E24005 5/8/24 537/21 Windsor Locks
CT Dana M. Van Der Swaagh & Patricia R. Van Der Swaagh E24014 6/11/24 1423/428 Killingly
CT CT Clinical Services, Inc. E24016 4/5/24 296/673 Killingworth
CT 138 BPR LLC E24017 4/9/24 1108/600 East Lyme
CT 343, LLC E24021 2/29/24 248/489 North Stonington
CT 105 Baker Hollow Road Investors LLC & 205 Baker Hollow Road Investors LLC E24028 6/12/24 1965/927 Windsor
CT Evan Hall E24029 5/9/24 83/345 Scotland
CT Robert Wilber E24031 5/16/24 2290/457 Madison
CT Vernon Development, LLC E24035 5/2/24 2851/1341 Vernon
CT Corporate Center West Associates IV, LLC E24039 4/9/24 5313/823 West Hartford
CT Bert's Cottages, LLC E24048 5/23/24 461/366 Old Lyme
CT Town of Windsor E24052 5/7/24 1946/729 Windsor
CT 55 Elm Street LLC & 65 Elm HTFD LLC E24056 4/5/24 8236/31 Hartford
CT IMS Petroleum, LLC E24058 6/10/24 194/798 Bolton
CT Anthony Silvestri E24061 6/7/24 1186/223 East Haddam
CT Cherry Lane Homeowners Corporation, Inc. E24063 6/14/24 2291/107 Madison
CT J. Russo Custom Home Builders, LLC E24069 7/2/24 275/876 Marlborough
CT O'Evergreen LLC E24072 6/14/24 3055/190 South Windsor
CT Resync Property Solutions, LLC E24079 6/4/24 556/542 Clinton
CT 701 TPA Partners, LLC W22124 2/6/24 826/892 Brookfield
CT 731 Federal Road, LLC W22124 2/6/24 826/880 Brookfield
CT Town of Greenwich W22137 1/19/24 8293/130 Greenwich
CT Hillcrest Partners, LLC W22185 4/10/24 9721/165 Norwalk
CT 224 Berlin Turnpike, LLC W22222 2/27/24 822/908 Berlin
CT Tarpon Towers II W23020 2/14/24 4334/39 Westport
CT Greenstone Investments Inc W23021 2/29/24 1407/1095 Torrington
CT Edwin Pesantez & Tatiana Vasquez-Pesantez W23044 2/6/24 13294/319 Stamford
CT Irene Dupont Light and Jonathan Thomas Light W23048 4/24/24 273/35 Salisbury
CT Dylan P. White W23050 3/6/24 579/842 New Fairfield
CT Evan White W23050 3/6/24 579/840 New Fairfield
CT Karin Leili Bauer d/b/a Double A. Ranch W23050 3/6/24 579/838 New Fairfield
CT First National Joint Venture, LLC W23066 1/17/24 13286/226 Stamford
CT TB Norwalk Apartments, LLC W23070 2/7/24 9701/307 Norwalk
CT Seabright Properties, LLC W23071 3/25/24 13313/119 Stamford
CT Town of Farmington W23083 4/18/24 1272/552 Farmington
CT Sugar Hollow Associates, LLC W23095 3/28/24 2683/656 Danbury
CT Weselleck, LLC W23098 2/15/24 13297/296 Stamford
CT Quantum of Berlin II, LLC W23100 1/8/24 821/812 Berlin
CT Aquarion Water Company of Conneticut W23105 2/26/24 1761/921 Darien
CT Park Lane Association, Inc. W23105 2/26/24 1761/923 Darien
CT ZMA Real Estate, LLC W23106 2/12/24 2278/152 Bristol
CT Janet G, Reynolds W23121 2/16/24 4334/149 Westport
CT Home Design & Build LLC W23121 2/16/24 4334/147 Westport

 

B-5

 

 

CT St/ Cecilia - St. Gabriel Parish Corporation W23122 1/29/24 13291/26 Stamford
CT Adam E. Perrin and Allison S. Perrin W23130 3/25/24 350/331 Middlefield
CT Steiner, Incorporated W23131 4/8/24 1178/539 Bethel
CT LaFayette Dev. Co. LLC W23134 5/28/24 13337/267 Stamford
CT Alexander Michael and Courtnet Ann Duffy W23135 2/2/24 1600/490 Southington
CT Southington West Street, LLC W23137 1/31/24 1600/242 Southington
CT 122 Wilton Road LLC W23138 2/21/24 4334/467 Westport
CT Town of Cheshire W23143 4/26/24 3220/20 Cheshire
CT Albany Road - Farmington I, LLC W23145 4/17/24 1272/471 Farmington
CT Linden Grove, LLC W23150 4/15/24 8864/249 Waterbury
CT Mark Loomis and Stephanie Loomis W23158 2/29/24 261/184 New Preston
CT 19 Station Road, LLC, Brookfield Village Residential LP and PDM Realty LLC W23163 1/23/24 826/467 Brookfield
CT 491 Naugatuck, LLC W23172 3/4/24 1135/837 Naugatuck
CT 1656 Meriden Ave, LLC W23173 4/16/24 1604/139 Southington
CT City of New Britain W23174 3/14/24 2180/725 New Britain
CT 223 Broad Street, LLC W23179 6/6/24 2286/606 Bristol
CT Bristol Farms Associates, LLC W23180 6/6/24 2286/611 Bristol
CT 625 West Avenue Associates LLC W23182 1/30/24 9699/145 Norwalk
CT Coccomo Old Brickyard Lane, LLC W23183 4/29/24 824/479 Berlin
CT Paul Prior, Jr. W23184 2/12/24 822/654 Berlin
CT Three On Whiting Street, LLC W23190 1/25/24 669/651 Plainville
CT Brunswick School, Inc. W23191 3/8/24 8304/240 Stamford
CT The Gardens LLC W23195 4/18/24 1272/603 Farmington
CT Connecticut Camping Center, LLC W23198 5/29/24 1606/746 Southington
CT Connecticut Yankee Construction, Inc. W23199 1/5/24 3207/205 Cheshire
CT Connecticut Yankee Construction, Inc. W23199 1/5/24 3207/201 Cheshire
CT Tritec Americas, LLC W23200 2/28/24 254/89 Beacon Falls
CT 45 Hurlingham, LLC W23201 1/16/24 8291/323 Greenwich
CT 785 Post RD E, LLC W23203 4/18/24 4336/669 Westport
CT BKLS II, LLC and BKLS, LLC W23204 3/11/24 1408/561 Torrington
CT Freedom Property, LLC W23206 4/9/24 1603/988 Southington
CT Sturges Properties LLC and Elizabeth A. Holland W23208 1/16/24 1163/1006 Ridgefield
CT Brittany West Plaza, LLC W23210 1/25/24 2177/632 New Britain
CT Ridge Builders, LLC W23212 6/25/24 2225/1036 Monroe
CT RPR & ESR Field Point LLC W23216 6/3/24 8327/290 Greenwich
CT 52 Pecj Road Associates, LLC, Provence Land Company, LLC and Southington Center School, LLC W23218 4/22/24 2318/204 Watertown
CT 80 South Road LLC W23219 5/14/24 1273/442 Farmington
CT Andrew James Trahair and Nan Kathleen Trahair W23220 3/26/24 411/697 Litchfield
CT Pinnacle Land Development, LLC W24002 3/28/24 3215/208 Cheshire
CT David Pijnenburg and Sharon Pijnenburg W24004 4/18/24 1178/856 Bethel
CT Newport 180 South Washington, LLC W24006 2/12/24 669/1245 Plainville
CT Weezy LLC (reliability) W24007 4/8/24 2182/815 New Britain
CT Pomeroy Avenue Apartments, LLC W24008 4/10/24 5521/789 Cheshire
CT Liberty Investment Corp. W24009 5/2/24 512/770 Plymouth
CT 346 Heights, LLC W24011 3/20/24 1762/217 Darien
CT Housing Authority of the City of Norwalk W24012 6/3/24 9739/276 Norwalk
CT 205 Monroe Turnpike, LLC W24013 5/31/24 2225/381 Monroe

 

B-6

 

 

CT Wegmans Food Markets Inc. W24015 5/14/24 9733/276 Norwalk
CT Core Development, LLC W24016 2/27/24 3212/31 Cheshire
CT Rincoln Holdings LLC W24017 4/29/24 5523/312 Meriden
CT Susan A. Redekas (reliability) W24022 4/24/24 2400/291 Newington
CT Honeyman Builders, LLC W24027 2/26/24 822/893 Berlin
CT Factory Square Associates, LLC W24029 4/8/24 1603/788 Southington
CT Brook View Developers, LLC & Matthew Real W24032 5/21/24 394/498 Burlington
CT 206 SBA Property Owner LLC & 214-216 SBA LLC W24033 4/17/24 8315/181 Greenwich
CT 70 Clinton Ave LLC W24034 4/1/24 4335/1106 Westport
CT The Taft School Corporation W24042 6/13/24 2323/342 Watertown
CT The Elim Park Babtist Home Inc. W24044 5/21/24 3222/318 Cheshire
CT Victorian Heron LLC W24046 4/17/24 1178/817 Bethel
CT SBS Realty LLC W24047 4/9/24 2399/214 Newington
CT SIR-96 NORTH, LLC W24052 5/24/24 4338/135 Westport
CT Center Square Village, LLC W24054 7/9/24 2289/308 Bristol
CT JRD Properties - Prospect, LLC W24055 5/24/24 927/781 Prospect
CT Phillips St. Associates LLC W24057 6/3/24 9739/274 Norwalk
CT Cheshire Regency LLC W24060 5/16/24 3222/153 Cheshire
CT BT 2008 LLC and Unit R 424 BT LLC W24063 6/20/24 826/95 Berlin
CT BT 2008 LLC, Unit R 424 BT LLC, 404 BT LLC W24082 6/20/24 826/91 Berlin
CT Apex Realty 242, LLC W24092 5/22/24 3223/34 Cheshire
CT Daniel S. Charney and Lisa Charney W24112 6/18/24 8334/213 Greenwich
CT Town of Southington W24123 7/3/24 1608/1021 Southington

 

B-7