Attached files

file filename
EX-1.1 - AEP TEXAS CENTRAL COefc12-292_ex11.htm
EX-4.1 - AEP TEXAS CENTRAL COefc12-292_ex41.htm
EX-4.2 - AEP TEXAS CENTRAL COefc12-292_ex42.htm
EX-99.1 - AEP TEXAS CENTRAL COefc12-292_ex991.htm
EX-99.3 - AEP TEXAS CENTRAL COefc12-292_ex993.htm
EX-99.2 - AEP TEXAS CENTRAL COefc12-292_ex992.htm
EX-99.4 - AEP TEXAS CENTRAL COefc12-292_ex994.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
FORM 8-K
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
 
Date of Report (Date earliest event reported) March 14, 2012
 
 
Commission
File Number
Registrant, State of Incorporation, Address of
Principal Executive Offices, Telephone Number, and
IRS Employer Identification No.
 
 
Commission
File Number
Registrant, State of Incorporation, Address of
Principal Executive Offices, Telephone Number, and
IRS Employer Identification No.
         
         
333-179092 AEP TEXAS CENTRAL COMPANY
(a Texas corporation)
 
1 Riverside Plaza
Columbus, Ohio 43215

(614) 716-1000

76-0830689
  333-179092-01
AEP TEXAS CENTRAL TRANSITION FUNDING III LLC
(a Delaware limited liability company)
 
539 North Carancahua St, Suite 1700
Corpus Christi, Texas 78401
 
(361) 881-5399
 
45-4223169
 
________________________________________________________________________
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
 
 
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 

 
 
 

 

Item 8.01.  Other Events
 
 
In connection with the issuance on March 14, 2012 by AEP Texas Central Transition Funding III LLC (the “Issuing Entity”) of $800,000,000 Senior Secured Transition Bonds, offered pursuant to the Prospectus dated March 2, 2012 and the Prospectus Supplement dated March 7, 2012, the Issuing Entity and AEP Texas Central Company (“TCC”) entered into the agreements listed below in Item 9.01 which are annexed hereto as exhibits to this Current Report on Form 8-K.
 
Item 9.01. Financial Statements and Exhibits
 
 
(d)  
Exhibits
 

Exhibit No.
Description
1.1
Underwriting Agreement dated March 7, 2012 by and among TCC, the Issuing Entity and the representatives of the underwriters.
4.1
Indenture, dated as of March 14, 2012, by and between AEP Texas Central Transition Funding III LLC and U.S. Bank National Association, as indenture trustee (the “Indenture Trustee”).
4.2
Series Supplement dated as of , dated as of March 14, 2012, by and between the Issuing Entity and the Indenture Trustee.
99.1
Transition Property Servicing Agreement, dated as of March 14, 2012, by and between the Issuing Entity and TCC, as servicer.
99.2
Transition Property Sale Agreement, dated as of March 14, 2012, by and between the Issuing Entity and TCC, as seller.
99.3
Administration Agreement, dated as of March 14, 2012, by and between the Issuing Entity and TCC, as administrator.
99.4
Amended and Restated Intercreditor Agreement, dated as of March 14, 2012, by and among TCC, AEP Texas Central Transition Funding LLC, U.S. Bank National Association, AEP Texas Central Transition Funding II LLC, The Bank of New York Mellon and the Issuing Entity, each in their respective capacities.

 
 
 

 
 
 

 

 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
  AEP TEXAS CENTRAL COMPANY  
       
       
       
    /s/ Charles E. Zebula  
 
By:
Charles E. Zebula  
  Title: Treasurer  
       
       
 
                                                                 
 
 

 
Date: March 16, 2012

 
 
 

 

SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
AEP TEXAS CENTRAL TRANSITION
    FUNDING III LLC
 
       
       
       
    /s/ Charles E. Zebula  
 
By:
Charles E. Zebula  
  Title: Treasurer  
       
       
 
                                                                 
 
 
 

Date: March 16, 2012
 

 

 
 
 

 

INDEX TO EXHIBITS
 

Exhibit No.
Description
1.1
Underwriting Agreement dated March 7, 2012 by and among TCC, the Issuing Entity and the representatives of the underwriters.
4.1
Indenture, dated as of March 14, 2012, by and between AEP Texas Central Transition Funding III LLC and U.S. Bank National Association, as indenture trustee (the “Indenture Trustee”).
4.2
Series Supplement dated as of , dated as of March 14, 2012, by and between the Issuing Entity and the Indenture Trustee.
99.1
Transition Property Servicing Agreement, dated as of March 14, 2012, by and between the Issuing Entity and TCC, as servicer.
99.2
Transition Property Sale Agreement, dated as of March 14, 2012, by and between the Issuing Entity and TCC, as seller.
99.3
Administration Agreement, dated as of March 14, 2012, by and between the Issuing Entity and TCC, as administrator.
99.4
Amended and Restated Intercreditor Agreement, dated as of March 14, 2012, by and among TCC, AEP Texas Central Transition Funding LLC, U.S. Bank National Association, AEP Texas Central Transition Funding II LLC, The Bank of New York Mellon and the Issuing Entity, each in their respective capacities.