Long-term debt

12 Months Ended

Dec. 31, 2023


Note 7 · Long-term debt


December 31	2023		2022
(dollars in thousands)
Long-term debt of Utilities, net of unamortized debt issuance costs 1	$	1,934,277	$	1,684,816
HEI 3.99% senior notes, paid in 2023	—		50,000
HEI 4.58% senior notes, due 2025	50,000		50,000
HEI 4.72% senior notes, due 2028	100,000		100,000
HEI 2.82% senior notes, due 2028	24,000		24,000
HEI 2.48% senior notes, due 2028	30,000		30,000
HEI 6.04% senior notes, due 2028	39,000		—
HEI 2.98% senior notes, due 2030	50,000		50,000
HEI 3.15% senior notes, due 2031	51,000		51,000
HEI 2.78% senior notes, due 2031	25,000		25,000
HEI 2.98% senior notes, due 2032	30,000		30,000
HEI 5.43% senior notes, due 2032	75,000		75,000
HEI 6.10% senior notes, due 2033	61,000		—
HEI 5.43% senior notes, due 2034	35,000		35,000
HEI 3.74% senior notes, due 2051	20,000		20,000
HEI 3.94% senior notes, due 2052	20,000		20,000
Hamakua Energy 4.02% non-recourse notes, due 20302	44,855		49,048
Mauo SOFR + 1.475% loan, due 20243	5,384		11,060
Mauo 4.91% non-recourse term loan, due 2034 to 20352	16,962		17,692
Kaʻieʻie Waho 2.79% non-recourse loan, due 20312	9,727		10,936
Mahipapa 1.90% non-recourse loan, due 2034 to 20362	53,743		58,869
Mahipapa 5.625% non-recourse loan, due 20272	578		724
HEI revolving credit facility SOFR + 1.80%, due 2026 to 20274	175,000		—
Less unamortized debt issuance costs and debt discount	(8,097)		(8,165)
	$	2,842,429	$	2,384,980

1 See components of “Total long-term debt” and unamortized debt issuance costs in Hawaiian Electric and subsidiaries’ Consolidated Statements of Capitalization.

2 Secured by real and personal property of the respective entity, including various land parcels, a 60MW combined cycle facility, photovoltaic and battery storage infrastructure, and a biomass plant. The aggregate net book value of the collateralized property, plant & equipment is approximately $187 million as of December 31, 2023.

3 In December 2021, the loan was amended to allow advances through October 5, 2022, in the maximum aggregate principal amount of up to $50.5 million. As of July 1, 2023, LIBOR was replaced by the term SOFR plus the applicable margin of 1.375%, plus an additional 0.10% replacement rate adjustment. On February 8, 2024, the outstanding loan balance was fully repaid and the loan was terminated.

4 As of December 31, 2023, the interest rate is based on term SOFR plus the applicable margin of 1.75%, reduced by a 0.05% sustainability margin adjustment, plus an additional 0.10% spread adjustment; the weighted-average interest rate was 7.19%.

As of December 31, 2023, the aggregate principal payments required on the Company’s long-term debt for 2024 through 2028 are $18 million in 2024, $109 million in 2025, $174 million in 2026, $449 million in 2027 and $273 million in 2028. As of December 31, 2023, the aggregate payments of principal required on the Utilities’ long-term debt for 2024 through 2028 are nil in 2024, $47 million in 2025, $145 million in 2026, $280 million in 2027 and $68 million in 2028.

The HEI term loans and senior notes contain customary representation and warranties, affirmative and negative covenants and events of default (the occurrence of which may result in some or all of the notes then outstanding becoming immediately due and payable). The HEI term loans and senior notes also contain provisions requiring the maintenance by HEI of certain financial ratios generally consistent with those in HEI’s revolving unsecured credit facility, as amended. Upon a change of control or certain dispositions of assets (as defined in the note purchase agreements of the senior notes), HEI is required to offer to prepay the senior notes.

The Utilities’ senior notes contain customary representations and warranties, affirmative and negative covenants, and events of default (the occurrence of which may result in some or all of the notes of each and all of the utilities then outstanding becoming immediately due and payable) and provisions requiring the maintenance by Hawaiian Electric, and each of Hawaii Electric Light and Maui Electric, of certain financial ratios generally consistent with those in Hawaiian Electric’s existing, amended revolving unsecured credit agreement.

Changes in long-term debt. As of December 31, 2023, HEI and Hawaiian Electric were in compliance with all applicable financial covenants.

HEI and Hawaiian Electric’s Credit Facilities. See Note 6 for more information.

HEI private placement. On March 16, 2023, HEI entered into a note purchase agreement (HEI NPA) under which HEI has authorized the issue and sale of $100 million of unsecured senior notes that were drawn on May 30, 2023. The proceeds of the notes were used to repay the $100 million term loan facility on May 31, 2023. The terms of the notes are as follows:

HEI Series 2023A

HEI Series 2023B

Aggregate principal amount

$39 million

$61 million

Fixed coupon interest rate

6.04%

6.10%

Maturity date

6/15/2028

6/15/2033

Interest on the notes is paid semiannually on June 15th and December 15th. The HEI NPA contains certain restrictive financial covenants that are substantially the same as the financial covenants contained in the HEI Facility, as amended. The HEI notes may be prepaid in whole or in part at any time at the prepayment price of the principal amount, together with interest accrued to the date of prepayment plus a “Make-Whole Amount,” as defined in the agreements.

Utilities private placement. On January 10, 2023, the Utilities executed, through a private placement pursuant to separate Note Purchase Agreements (the NPAs), the following unsecured senior notes bearing taxable interest (2023 Notes). The 2023 Notes had a delayed draw feature and the Utilities drew down all the proceeds on February 9, 2023.


	Series 2023A	Series 2023B	Series 2023C
Aggregate principal amount	$90 million	$40 million	$20 million
Fixed coupon interest rate
Hawaiian Electric	6.11%	6.25%	6.70%
Hawaii Electric Light	6.25%	—	—
Maui Electric	6.25%	—	—
Maturity date
Hawaiian Electric	2/9/2030	2/9/2033	2/9/2053
Hawaii Electric Light	2/9/2033	—	—
Maui Electric	2/9/2033	—	—
Principal amount by company
Hawaiian Electric	$40 million	$40 million	$20 million
Hawaii Electric Light	$25 million	—	—
Maui Electric	$25 million	—	—

The 2023 Notes include substantially the same financial covenants and customary conditions as the Hawaiian Electric Facility. Hawaiian Electric is also a party as guarantor under the NPAs entered into by Hawaii Electric Light and Maui Electric. The Utilities did not obtain any of the proceeds at execution and instead drew down all the proceeds on February 9, 2023. The proceeds were used to finance their respective capital expenditures, repay short-term debt used to finance or refinance capital expenditures and/or reimburse funds used for the payment of capital expenditures. The 2023 Notes may be prepaid in whole or in part at any time at the prepayment price of the principal amount plus a “Make-Whole Amount” as defined in the NPAs.