Long-Term Debt

3 Months Ended

Mar. 31, 2020

Our outstanding long-term debt is shown below:



	March 31,			December 31,
(in thousands)	2020			2019
FPU secured first mortgage bonds ⁽¹⁾:
9.08% bond, due June 1, 2022	$	7,991		$	7,990
Uncollateralized senior notes:
5.50% note, due October 12, 2020	2,000			2,000
5.93% note, due October 31, 2023	12,000			12,000
5.68% note, due June 30, 2026	20,300			20,300
6.43% note, due May 2, 2028	6,300			6,300
3.73% note, due December 16, 2028	18,000			18,000
3.88% note, due May 15, 2029	50,000			50,000
3.25% note, due April 30, 2032	70,000			70,000
3.48% note, due May 31, 2038	50,000			50,000
3.58% note, due November 30, 2038	50,000			50,000
3.98% note, due August 20, 2039	100,000			100,000
2.98% note, due December 20, 2034	70,000			70,000
Term Note due February 28, 2020	—			30,000
Less: debt issuance costs	(808		)	(822		)
Total long-term debt	455,783			485,768
Less: current maturities	(15,600		)	(45,600		)
Total long-term debt, net of current maturities	$	440,183		$	440,168

⁽¹⁾ FPU secured first mortgage bonds are guaranteed by Chesapeake Utilities.

Term Notes

In January 2019, we issued a $30.0 million unsecured term note through Branch Banking and Trust Company, with a maturity date of February 28, 2020. This note was paid in full in February 2020 utilizing our short-term borrowing facilities.

Shelf Agreements

We have entered into Shelf Agreements with Prudential, MetLife and NYL, with no party under any obligation to purchase any unsecured debt. The Prudential Shelf Agreement totaling $150.0 million was entered into in October 2015 and we issued $70.0 million of 3.25 percent unsecured debt in April 2017. The Prudential Shelf Agreement was then amended in September 2018 to increase the borrowing capacity back to $150.0 million, and in August 2019, we issued $100.0 million of 3.98 percent unsecured debt. In January 2020, we submitted a request for Prudential to purchase $50.0 million of our unsecured debt which was accepted and confirmed by Prudential. The Shelf Notes will bear interest at the rate of 3.00 percent per annum and the proceeds received from the issuance will be used to reduce short-term borrowings under our revolving credit facility, lines of credit and/or to fund capital expenditures. The closing of the issuance of the Shelf Notes is expected to occur on or before July 15, 2020. In April 2020, the Prudential Shelf Agreement was amended to reinstate and increase the available borrowing capacity back to $150.0 million.

The NYL Shelf Agreement totaling $100.0 million was entered into in March 2017 and we issued unsecured debt totaling $100.0 million during 2018. The NYL Shelf Agreement was amended in November 2018 to provide additional borrowing capacity of $50.0 million. In February 2020, we submitted a request for NYL to purchase $40.0 million of our unsecured debt which was accepted and confirmed by NYL. The Shelf Notes will bear interest at the rate of 2.96 percent per annum and the proceeds received from the issuance will be used to reduce short-term borrowings under our revolving credit facility, lines of credit and/or to fund capital expenditures. The closing of the issuance of the Shelf Notes is expected to occur on or before August 14, 2020.

The MetLife Shelf Agreement was entered into in March 2017 and it expired in March 2020. As of March 31, 2020, we had not requested that MetLife purchase unsecured senior debt under the MetLife Shelf Agreement. In April 2020, we

agreed to commercial terms with MetLife to provide a new $150.0 million MetLife Shelf Agreement for a three-year term ending March 31, 2023. The MetLife Shelf Agreement will be finalized in May 2020.

The following table summarizes the available borrowing capacity under our Shelf Agreements and is reflective of activity that occurred subsequent to March 31, 2020:



(in thousands)	Total Borrowing Capacity		Less: Amount of Debt Issued			Less: Unfunded Commitments			Remaining Borrowing Capacity
Shelf Agreement
Prudential Shelf Agreement⁽¹⁾	$	220,000	$	(170,000	)	$	(50,000	)	$	—
NYL Shelf Agreement ⁽²⁾	150,000		(100,000		)	(40,000		)	10,000
Total Shelf Agreements as of March 31, 2020	370,000		(270,000		)	(90,000		)	10,000

Subsequent amendments / renewals:
Prudential Shelf Agreement⁽³⁾	150,000		—			—			150,000
MetLife Shelf Agreement ⁽⁴⁾	150,000		—			—			150,000
Total Shelf Agreements added after March 31, 2020	300,000		—			—			300,000
Total Shelf Agreements as of May 5, 2020	$	670,000	$	(270,000	)	$	(90,000	)	$	310,000

⁽¹⁾ In January 2020, we requested and Prudential accepted our request to purchase $50.0 million of our unsecured debt.

⁽²⁾ In February 2020, we requested and NYL accepted our request to purchase $40.0 million of our unsecured debt.

⁽³⁾ In April 2020, the Prudential Shelf Agreement was amended to reinstate and increase the available borrowing capacity back to $150.0 million.

⁽⁴⁾ In April 2020, we agreed to commercial terms with MetLife to provide a new $150.0 million MetLife Shelf Agreement for a three-year term ending March 31, 2023. The MetLife Shelf Agreement will be finalized in May 2020.

The Uncollateralized Senior Notes, Shelf Agreements or Shelf Notes set forth certain business covenants to which we are subject when any note is outstanding, including covenants that limit or restrict our ability, and the ability of our subsidiaries, to incur indebtedness, or place or permit liens and encumbrances on any of our property or the property of our subsidiaries.