Item 5. Other Information
ITEM 5 – OTHER INFORMATION
(a)
On April 29, 2022, Artesian Water and CoBank, ACB, or CoBank, entered into a Bond Purchase
Agreement, or the Agreement, relating to the issue and sale by Artesian Water to CoBank of a $30 million principal amount First Mortgage Bond, Series W, or the Bond, due April 30, 2047, or the Maturity Date. The Bond was issued pursuant to Artesian
Water’s Indenture of Mortgage dated as of July 1, 1961, as amended and supplemented by supplemental indentures, including the Twenty-Fifth Supplemental Indenture dated as of April 29, 2022, or the Supplemental Indenture, from Artesian Water to
Wilmington Trust Company, as Trustee. The Supplemental Indenture is a first mortgage lien against substantially all of Artesian Water’s utility plant. The proceeds from the sale of the Bond shall be used to pay down outstanding lines of credit of the
Company and a loan payable to Artesian Resources, with any additional proceeds used to fund future capital investments in Artesian Water. The Delaware Public Service Commission approved the issuance of the Bond on April 20, 2022.
The Bond carries an annual interest rate of 4.43% through but excluding the Maturity Date. Interest is payable on June 30th, September 30th, December 30th
and March 30th in each year and on the Maturity Date, beginning June 30, 2022, until Artesian Water’s obligation with respect to the payment of principal, premium (if any) and interest shall be discharged. Overdue payments shall bear interest as
provided in the Supplemental Indenture. The term of the Bond also includes certain limitations on Artesian Water’s indebtedness.
The foregoing summaries of the Supplemental Indenture and the Bond Purchase Agreement do not purport to be complete and are qualified in their entirety by
reference to the Supplemental Indenture and the Bond Purchase Agreement. Copies of the Supplemental Indenture and the Bond Purchase Agreement are filed as Exhibits 4.1 and 4.2 to this Quarterly Report on Form 10-Q and are incorporated herein by
reference.
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ITEM 6 - EXHIBITS
Exhibit No.
Description
4.1
Twenty-Fifth Supplemental Indenture dated as of April 29, 2022, between Artesian Water Company, Inc. and Wilmington Trust Company, as trustee.*
4.2
Bond Purchase Agreement, dated April 29, 2022, by and between Artesian Water Company, Inc., and CoBank, ACB.
31.1
Certification of Chief Executive Officer of the Registrant required by Rule 13a–14(a) under the Securities Exchange Act of 1934, as amended.*
31.2
Certification of Chief Financial Officer of the Registrant required by Rule 13a–14(a) under the Securities Exchange Act of 1934, as amended.*
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Certification of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended
and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. Section 1350).**
101.BAL
Inline XBRL Condensed Consolidated Balance Sheets (unaudited)*
101.OPS
Inline XBRL Condensed Consolidated Statements of Operations (unaudited)*
101.CSH
Inline XBRL Condensed Consolidated Statements of Cash Flows (unaudited)*
101.NTS
Inline XBRL Notes to the Condensed Consolidated Financial Statements (unaudited)*
104
The cover page from Artesian Resources Corporation’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022, formatted in Inline
XBRL (contained in exhibit 101).*
* Filed herewith
** Furnished herewith
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SIGNATURES
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 thereunto duly authorized.
ARTESIAN RESOURCES CORPORATION
Date: May 5, 2022
By:
/s/ DIAN C. TAYLOR
Dian C. Taylor (Principal Executive Officer)
Date: May 5, 2022
By:
/s/ DAVID B. SPACHT
David B. Spacht (Principal Financial Officer)
* Filed herewith
** Furnished herewith
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.