AVANGRID, INC. $750,000,000 3.800% Notes due 2029 Underwriting AgreementAvangrid, Inc. • May 16th, 2019 • Electric services • New York
The issuer has filed an automatic shelf registration statement (including a prospectus) with the Securities and Exchange Commission (“SEC”) on May 6, 2019, which became effective upon filing, relating to the offering to which this communication relates. Before you invest, you should read the registration statement, prospectus, preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus and accompanying prospectus supplement, when available, may be obtained from Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Credit Agricole Securities (USA) Inc. toll-free at 1-866-807-6030, MUFG Securities Americas Inc. toll-free at 1-877-649-6848 or Wells Fargo Securities, LLC toll-free at 1-800-645-3751.
AVANGRID, INC. $750,000,000 3.200% Notes due 2025 Underwriting AgreementUnderwriting Agreement • April 9th, 2020 • Avangrid, Inc. • Electric services • New York
The issuer has filed an automatic shelf registration statement (including a prospectus) with the Securities and Exchange Commission (“SEC”) on May 6, 2019, which became effective upon filing, relating to the offering to which this communication relates. Before you invest, you should read the registration statement, prospectus, preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus and accompanying prospectus supplement, when available, may be obtained from BBVA Securities Inc. collect at 1-212-728-1500, BNP Paribas Securities Corp. toll-free at 1-800-854-5674, BofA Securities, Inc. toll-free at 1-800-294-1322 or MUFG Securities Americas Inc. toll-free at 1-877-649-6848.
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • October 21st, 2015 • Iberdrola USA, Inc. • Electric services • New York
This Indemnification Agreement (“Agreement”) is made as of , 2015, by and between Iberdrola USA, Inc. a New York corporation (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement and will become effective only upon the closing of the merger of UIL Holdings Corporation, a Connecticut corporation, with and into a wholly owned subsidiary of the Company (the “UIL Merger”).
AVANGRID, INC. as Company AND The Bank of New York Mellon as Trustee Indenture Dated [ ] White & Case LLP 1221 Avenue of the Americas New York, New York 10020-1095Avangrid, Inc. • March 17th, 2023 • Electric services • New York
Indenture, dated as of [ ], 20[ ], between Avangrid, Inc., a New York corporation, as the Company, and The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as Trustee.
TRANSMISSION SERVICE AGREEMENT by and between CENTRAL MAINE POWER COMPANY, as Owner, and MASSACHUSETTS ELECTRIC COMPANY and NANTUCKET ELECTRIC COMPANY D/B/A NATIONAL GRID, collectively as Distribution Company Dated: as of June 13, 2018Transmission Service Agreement • August 2nd, 2018 • Avangrid, Inc. • Electric services • Massachusetts
This TRANSMISSION SERVICE AGREEMENT (this “Agreement”), dated as of June 13, 2018 (the “Execution Date”), is made and entered into by and between Central Maine Power Company, a corporation organized and existing under the laws of the State of Maine (“Owner”), and Massachusetts Electric Company and Nantucket Electric Company (d/b/a National Grid), corporations organized and existing under the laws of the Commonwealth of Massachusetts, (collectively “Distribution Company”). Owner and Distribution Company are hereinafter sometimes also referred to individually as a “Party” or collectively as the “Parties.”
AVANGRID, INC. as Company AND The Bank of New York Mellon as Trustee Indenture Dated November 21, 2017 White & Case LLP 1221 Avenue of the Americas New York, New York 10020-1095Indenture • November 21st, 2017 • Avangrid, Inc. • Electric services • New York
Indenture, dated as of November 21, 2017, between Avangrid, Inc., a New York corporation, as the Company, and The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as Trustee.
AGREEMENT AND PLAN OF MERGER among AVANGRID, INC. NM GREEN HOLDINGS, INC., and PNM RESOURCES, INC. Dated as of October 20, 2020Agreement and Plan of Merger • October 21st, 2020 • Avangrid, Inc. • Electric services • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 20, 2020 (this “Agreement”), is entered into among Avangrid, Inc., a New York corporation (“Parent”), NM Green Holdings, Inc., a New Mexico corporation and a direct subsidiary of Parent (“Merger Sub”), and PNM Resources, Inc., a New Mexico corporation (the “Company” and, together with Parent and Merger Sub, the “Parties” and each, a “Party”).
SECOND AMENDMENT TO TRANSMISSION SERVICE AGREEMENT AND CONSENT TO ASSIGNMENTTransmission Service Agreement • July 31st, 2020 • Avangrid, Inc. • Electric services
This SECOND AMENDMENT TO TRANSMISSION SERVICE AGREEMENT AND CONSENT TO ASSIGNMENT is executed as of the 25th day of June, 2020 (the “Second Amendment”) by and among Massachusetts Electric Company and Nantucket Electric Company d/b/a National Grid, a Massachusetts corporation (“Distribution Company”), Central Maine Power Company, a Maine corporation (“Owner”), and NECEC Transmission LLC, a Delaware limited liability company (“Assignee”). Distribution Company, Owner and Assignee are referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT NO. 2Revolving Credit Agreement • July 21st, 2023 • Avangrid, Inc. • Electric services • New York
REVOLVING CREDIT AGREEMENT, dated as of November 23, 2021, as amended by Amendment No. 1 dated as of May 24, 2022 and as further amended and restated as of July 17, 2023, among AVANGRID, INC., a New York corporation (“Avangrid”), NEW YORK STATE ELECTRIC & GAS CORPORATION, a New York corporation (“NYSEG”), ROCHESTER GAS AND ELECTRIC CORPORATION, a New York corporation (“RGE”), CENTRAL MAINE POWER COMPANY, a Maine corporation (“CMP”), THE UNITED ILLUMINATING COMPANY, a specially chartered Connecticut corporation (“UI”), CONNECTICUT NATURAL GAS CORPORATION, a Connecticut corporation (“CNG”), THE SOUTHERN CONNECTICUT GAS COMPANY, a Connecticut corporation (“SCG”), and THE BERKSHIRE GAS COMPANY, a Massachusetts gas company (“BGC”; together with Avangrid, NYSEG, RGE, CMP, UI, CNG and SCG, the “Borrowers”; each, a “Borrower”), the Lenders (as defined herein), MIZUHO BANK, LTD., as administrative agent (the “Administrative Agent”), MUFG BANK, LTD., BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YOR
Form of Commercial Paper Dealer AgreementCommercial Paper Dealer Agreement • August 4th, 2016 • Avangrid, Inc. • Electric services • New York
This agreement (the “Agreement”) sets forth the understandings between the Issuer and the Dealer, each named on the cover page hereof, in connection with the issuance and sale by the Issuer of its short-term promissory notes (the “Notes”) through the Dealer.
TERM LOAN CREDIT AGREEMENT among AVANGRID, INC., as the Borrower, The Several Lenders from Time to Time Parties Hereto, MIZUHO BANK, LTD., as Administrative Agent, and THE BANK OF NOVA SCOTIA, as Syndication Agent Dated as of December 31, 2019 MIZUHO...Credit Agreement • January 7th, 2020 • Avangrid, Inc. • Electric services • New York
TERM LOAN CREDIT AGREEMENT, dated as of December 31, 2019, among AVANGRID, INC., a New York corporation (the “Borrower”), the Lenders (as defined herein), and MIZUHO BANK, LTD., as administrative agent (the “Administrative Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 26th, 2023 • Avangrid, Inc. • Electric services
between Avangrid Renewables, LLC, an Oregon limited liability company (the “Company”) and wholly-owned subsidiary of Avangrid, Inc., and Jose Antonio Miranda Soto (the “Executive”) as of October 12, 2021, and shall be effective as of November 8, 2021 (the “Effective Date”).
SECOND AMENDMENT TO TRANSMISSION SERVICE AGREEMENT AND CONSENT TO ASSIGNMENTTransmission Service Agreement • July 31st, 2020 • Avangrid, Inc. • Electric services • Massachusetts
This Second Amendment to the Transmission Service Agreement dated as of June 13, 2018, between Central Maine Power Company (“Owner”) and H.Q. Energy Services (U.S.) Inc. (“HQUS”), as amended, and Consent to Assignment executed the 25th day of June, 2020 (this “Second Amendment”) by and among Owner, a Maine corporation, HQUS, a Delaware corporation, and NECEC Transmission LLC, a Delaware limited liability company (“Assignee”). HQUS, Owner and Assignee are referred to herein individually as a “Party” and collectively as the “Parties.”
TRANSMISSION SERVICE AGREEMENT (Unitil - 12.317 MW) by and between CENTRAL MAINE POWER COMPANY, as Owner, and H.Q. ENERGY SERVICES (U.S.) INC., as Purchaser Dated: as of June 13, 2018Transmission Service Agreement • August 2nd, 2018 • Avangrid, Inc. • Electric services • Massachusetts
This TRANSMISSION SERVICE AGREEMENT (this “Agreement”), dated as of June 13, 2018 (the “Execution Date”), is made and entered into by and between Central Maine Power Company, a corporation organized and existing under the laws of the State of Maine (“Owner”), and H.Q. Energy Services (U.S.) Inc., a corporation organized and existing under the laws of the State of Delaware (“HQ-US” or “Purchaser”). Owner and Purchaser are hereinafter sometimes also referred to individually as a “Party” or collectively as the “Parties.”
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • May 16th, 2019 • Avangrid, Inc. • Electric services • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 16, 2019, between Avangrid, Inc., a New York corporation (the “Company”), and The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as Trustee (the “Trustee”).
EQUIPMENT SUPPLY AGREEMENT between IBERDROLA RENEWABLES, LLC, as Buyer, and Gamesa Wind US, LLC, as Supplier December 28, 2014Equipment Supply Agreement • November 6th, 2015 • Iberdrola USA, Inc. • Electric services • New York
THIS EQUIPMENT SUPPLY AGREEMENT (including the Exhibits, this “ESA” or this “Agreement”) is entered into on December 28, 2014 (the “Effective Date”) by and between:
CREDIT AGREEMENT dated as of September 15, 2021 among VINEYARD WIND 1 LLC, as Borrower, THE LENDERS AND ISSUING LENDERS PARTY HERETO FROM TIME TO TIME, BANCO SANTANDER, S.A., NEW YORK BRANCH, as Administrative Agent and MUFG UNION BANK, N.A., as...Credit Agreement • October 29th, 2021 • Avangrid, Inc. • Electric services • New York
EMPLOYMENT AGREEMENTEmployment Agreement • February 22nd, 2023 • Avangrid, Inc. • Electric services
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and among Avangrid Service Company, a Delaware corporation (the “Company”), a wholly-owned subsidiary of Avangrid, Inc., and Catherine S. Stempien (the “Executive”) effective as of March 15, 2021 (the “Effective Date”).
DEPOSIT AGREEMENTDeposit Agreement • July 5th, 2023 • Avangrid, Inc. • Electric services
Either of IBERDROLA, S.A., or IBERDROLA FINANCIACION, S.A.U. (the “Depositor”), both Sociedades An6nimas organized under the laws of the Kingdom of Spain.
EQUITY CAPITAL CONTRIBUTION AGREEMENT between Vineyard Wind Sponsor Partners 1 LLC JPMorgan Chase Bank, N.A., Bank of America, N.A. and Wells Fargo Bank, N.A. Dated as of October 24, 2023Equity Capital Contribution Agreement • February 22nd, 2024 • Avangrid, Inc. • Electric services • New York
This EQUITY CAPITAL CONTRIBUTION AGREEMENT (this “Agreement”), dated as of October 24, 2023 (the “ECCA Effective Date”), is made and entered into among Vineyard Wind Sponsor Partners 1 LLC, a Delaware limited liability company (the “Class B Equity Investor”), JPMorgan Chase Bank, N.A. (“JPM”), Bank of America, N.A. (“BofA”) and Wells Fargo Bank, N.A. (“Wells” and together with JPM and BofA, the “Class A Equity Investors”, and together with the Class B Equity Investor, the “Parties”).
Performance Stock Unit Award AgreementPerformance Stock Unit Award Agreement • February 22nd, 2024 • Avangrid, Inc. • Electric services • New York
This Performance Stock Unit Award Agreement (this “Agreement”) is made and entered into as of _____________ (the “Grant Date”) by and between Avangrid, Inc., a New York corporation (the “Company”), and _____________ (the “Grantee”) under the Avangrid Inc. Amended and Restated Omnibus Incentive Plan, as such plan may be amended from time to time (the “Plan”).
SECOND AMENDMENT TO GUARANTYGuaranty • February 22nd, 2024 • Avangrid, Inc. • Electric services • New York
THIS SECOND AMENDMENT TO GUARANTY (this “Amendment”), effective as of October 24, 2023 (the “Amendment Effective Date”), is entered into by and among Avangrid, Inc., a New York Corporation (the “Guarantor”) and U.S. Bank Trust Company, N.A., in its capacity as Collateral Agent (the “Guaranteed Party”).
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 2nd, 2020 • Avangrid, Inc. • Electric services
WHEREAS, the Company previously entered into an amended and restated Employment Agreement with the Executive, dated as of March 30, 2004, and a First Amendment thereto, dated November 18, 2004 (collectively, the "Agreement"); and
SHAREHOLDER AGREEMENT BY AND BETWEEN IBERDROLA, S.A. AND AVANGRID, INC. DATED DECEMBER 16, 2015Shareholder Agreement • December 18th, 2015 • Avangrid, Inc. • Electric services • Delaware
This SHAREHOLDER AGREEMENT (this “Agreement”) is dated December 16, 2015, by and between Iberdrola, S.A., a Spanish company (the “Shareholder”), and Avangrid, Inc., a New York corporation (the “Company”). Each of the Shareholder and the Company is referred to herein as a “Party”, and together as the “Parties”.
INTRA-GROUP CREDIT AGREEMENTIntra-Group Credit Agreement • July 21st, 2023 • Avangrid, Inc. • Electric services • New York
IBERDROLA FINANCIACIÓN, S.A.U. (the “Lender”), a company existing under the laws of Spain, with tax identification number A95573283 and whose registered office is at Plaza Euskadi 5, 48009 Bilbao (Spain), properly represented by Ms. María de la Fuente Lecanda and Mr. Javier Pastor Zuazaga, by virtue of power of attorney granted by Mr Ramón Múgica Alcorta, Notary Public of Bilbao on 5th day of April, 2022, under 401 of his protocol, which they expressly declare to be in full force and effect and without any modification thereto;
REVOLVING CREDIT AGREEMENT among AVANGRID, INC., as the Borrower, The Several Lenders from Time to Time Parties Hereto, MIZUHO BANK, LTD., as Administrative Agent, and THE BANK OF NOVA SCOTIA and BANCO BILBAO VIZCAYA ARGERNTARIA, S.A. NEW YORK BRANCH,...Revolving Credit Agreement • July 31st, 2020 • Avangrid, Inc. • Electric services • New York
Date Amount of ABR Loans Amount Converted to ABR Loans Amount of Principal Repaid Amount Converted to Eurodollar Loans Unpaid Principal Balance of ABR Loans Notation Made By
SERVICE AGREEMENT BETWEEN IBERDROLA USA MANAGEMENT CORPORATION AND IBERDROLA USA, INC.Service Agreement • July 17th, 2015 • Iberdrola USA, Inc.
This Service Agreement is made and entered into this 1st day of January 2014 by and between Iberdrola USA Management Company (“Service Company”) and Iberdrola USA, Inc. (“Affiliate Company”).
SECOND AMENDMENT AND WAIVERCredit Agreement • July 17th, 2015 • Iberdrola USA, Inc. • New York
SECOND AMENDMENT AND WAIVER, dated as of November 25, 2013 (this “Amendment and Waiver”), to the SECOND AMENDED AND RESTATED FIVE-YEAR REVOLVING CREDIT AGREEMENT, dated as of May 30, 2012 (as amended by the First Amendment, dated as of May 15, 2013, and as may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among IBERDROLA USA, INC., a New York corporation (the “Borrower”), CITIBANK, N.A., as administrative agent (the “Administrative Agent”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”) and the other parties named therein.
Umbrella Agreement to Sell and Purchase Wind TurbinesUmbrella Agreement • July 17th, 2015 • Iberdrola USA, Inc. • New York
This umbrella agreement (“Umbrella Agreement”), effective June 30, 2015 (“Effective Date”), memorializes that Gamesa Wind US, LLC (“Seller”) and Iberdrola Renewables, LLC (the “Owner”) agree for Seller to sell, and for Owner or its affiliates to purchase Wind Turbines in multiple transactions (each, a “Transaction”) for projects (the “Projects”) substantially in accordance with the terms and conditions of this Umbrella Agreement, including the terms in Seller’s Proposal GWUS 15-047, dated June 19, 2015 (“Proposal”) attached hereto as Exhibit 1. Seller and Owner each may be referred to in this Umbrella Agreement individually as a “Party”, and collectively as the “Parties”.
GUARANTYGuaranty • October 29th, 2021 • Avangrid, Inc. • Electric services • New York
THIS GUARANTY, dated as of September 15, 2021 (this “Guaranty”), is issued by Avangrid, Inc., a New York corporation (“Guarantor”) in favor of MUFG Union Bank, N.A., in its capacity as Collateral Agent (together with its permitted successors and assigns in such capacity, the “Guaranteed Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 12th, 2016 • Avangrid, Inc. • Electric services • New York
This EMPLOYMENT AGREEMENT (the "Agreement") is entered into by and among Central Maine Power Company ("CMP"), Iberdrola USA, Inc., a New York corporation (the "Company"), and Sara Burns (the "Executive") as of January 1, 2012.
February 2, 2021 Anthony Marone, III Dear Tony:Avangrid, Inc. • May 4th, 2021 • Electric services
Pursuant to our conversation on February 2, 2021, Avangrid, Inc. has decided to end the employment relationship between you and Avangrid Service Company (the “Company”). The termination of your employment is without Cause as that term is defined in the Second Amended and Restated Employment Agreement that you entered into with the Company on or about May 4, 2020 (the “Employment Agreement”). A true and accurate copy of the Employment Agreement is attached hereto as Exhibit A. Your last day of work will be February 28, 2021, however, the last day of your employment will be April 30, 2021. You have requested, and the Company as consented and agreed, to waive the ninety (90) days prior written notice requirement set forth in Section 5(c) of the Employment Agreement. The Company is offering you certain consideration as set forth below in this Confidential Separation Agreement and Release (“Agreement”). If you enter into this Agreement, you will receive the consideration described below. Th
COMMERCIAL PAPER/CERTIFICATES OF DEPOSIT ISSUING AND PAYING AGENT AGREEMENT (Book‑Entry Obligations Using DTC)And Paying Agent Agreement • August 4th, 2016 • Avangrid, Inc. • Electric services • New York
THIS AGREEMENT (this “Agreement”) dated as of May 13, 2016 (the “Effective Date”) is entered into by and between Avangrid, Inc. (the “Issuer”) with offices at 70 Farm View Drive, New Gloucester, ME 04260 and Bank of America, National Association (the “Bank”) with offices at 135 South LaSalle Street, IL4-135-05-07, Chicago, IL 60603.
THIRD SUPPLEMENTAL INDENTURESupplemental Indenture • April 9th, 2020 • Avangrid, Inc. • Electric services • New York
THIRD SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of April 9, 2020, between Avangrid, Inc., a New York corporation (the "Company"), and The Bank of New York Mellon, a corporation organized under the laws of the State of New York authorized to conduct a banking business, as Trustee (the "Trustee").
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2021 • Avangrid, Inc. • Electric services • Connecticut
THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and among Avangrid Service Company, a Delaware corporation (the “Company”), a wholly-owned subsidiary of Avangrid, Inc., and Anthony Marone, III (the “Executive”) on May 4, 2020, and effective as of June 15, 2019 (the “Effective Date”).
