Exhibit 4.1
EXECUTION VERSION
SIXTH SUPPLEMENTAL
INDENTURE
DATED AS OF SEPTEMBER 28,
2009
ALLIANT ENERGY
CORPORATION,
as Successor
Company,
and
U.S. BANK NATIONAL
ASSOCIATION,
Successor by Merger
to
FIRSTAR BANK,
N.A.,
as Trustee
Sixth Supplemental Indenture to
the
Indenture
dated as of November 4,
1999
SIXTH SUPPLEMENTAL INDENTURE, dated
as of September 28, 2009 (the “Sixth Supplemental
Indenture”), between ALLIANT ENERGY CORPORATION, a Wisconsin
corporation (the “Company”), as successor to Alliant
Energy Resources, LLC, formerly known as Alliant Energy Resources,
Inc. (“Resources”), and U.S. BANK NATIONAL ASSOCIATION,
successor by merger to FIRSTAR BANK, N.A., as Trustee (the
“Trustee”).
RECITALS OF THE
COMPANY
The Company and Resources have
heretofore executed and delivered to the Trustee an Indenture,
dated as of November 4, 1999 (as supplemented and amended from
time to time, the “Indenture”), providing for the
issuance from time to time of the Company’s unsecured
unsubordinated debentures, notes or other evidences of indebtedness
(the “Securities”), to be issued in one or more series
as provided in the Indenture.
Reference is made to that certain
Fifth Supplemental Indenture dated as of November 25, 2008
(the “Fifth Supplemental Indenture”). On
November 25, 2008, the Company and Resources executed and
delivered to the Trustee the Fifth Supplemental Indenture pursuant
to which the Company assumed the obligations of Resources under the
Indenture and the Notes and Resources were released from its
obligations under the Indenture and the Notes. To date, the Trustee
has not executed the Fifth Supplemental Indenture. In the view of
the Company, the Trustee was required under the Indenture to
execute the Fifth Supplemental Indenture and all amendments set
forth therein became effective as of November 25, 2008 without
the Trustee’s signature.
Reference is made herein to an Offer
to Purchase and Consent Solicitation Statement, dated
September 16, 2009 (the “Offer to Purchase”),
relating to the Exchangeable Senior Notes due 2030 (the
“Notes”) that are the only Securities outstanding as of
the date hereof under the Indenture.
NOW, THEREFORE, THIS SIXTH
SUPPLEMENTAL INDENTURE WITNESSETH:
For and in consideration of the
premises thereof, subject to Section 3.06 hereof, it is
mutually covenanted and agreed as follows for the equal and ratable
benefit of the Holders of the Securities:
ARTICLE 1.
WAIVER OF DEFAULT; RESCISSION OF
ACCELERATION NOTICE;
ACKNOWLEDGEMENT OF ASSUMPTION;
DISMISSAL OF LITIGATION
Section 1.01. Pursuant to
Section 6.04 of the Indenture, any Default and the
consequences thereof arising prior to the date hereof as a result
of Resources’ failure to comply with the requirements of
Section 5.01 of the Indenture in connection with Resources
conveying or transferring its properties and assets in one or more
transactions (the “Alleged Default”), is hereby
waived.
Section 1.02. Pursuant to
Section 6.02 of the Indenture, the notice of acceleration,
dated April 22, 2009, from the Trustee to Resources and the
Company, including the declaration that the entire principal amount
of the Notes is due and payable immediately, and its consequences
are hereby rescinded and annulled.
Section 1.03. Each of the
parties to this Sixth Supplemental Indenture hereby stipulates that
the Fifth Supplemental Indenture, and the following amendments set
forth therein, shall be deemed to have been effective as of 11:59
p.m. Central time on November 25, 2008:
(a) Alliant Energy Corporation
assumed all of the rights and obligations of Alliant Energy
Resources, Inc. and its successors under the Indenture with respect
to the Securities and under the Securities.
(b) Alliant Energy Resources, Inc.
(and any successor thereto other than Alliant Energy Corporation)
was released from its liabilities under the Indenture and under the
Securities as obligor on the Securities.
(c) Alliant Energy Corporation
assumed the due and punctual payment of the principal, any premium
and interest on all the Securities of and with respect to any and
all series issued under the Indenture and the performance of every
covenant of the Indenture on the part of Alliant Energy Resources,
Inc. and its successors to be performed or observed.
(d) Alliant Energy Corporation
succeeded to, and was substituted for and may exercise every right
and power of, Alliant Energy Resources, Inc. and its successors
under the Indenture with the same effect as if Alliant Energy
Corporation had been named as the Alliant Energy Resources, Inc.
and its successors in the Indenture and Alliant Energy Resources,
Inc. (and any successor thereto other than Alliant Energy
Corporation) was released from all obligations and covenants with
respect to the Securities.
Section 1.04. On the Effective
Date, the Trustee shall direct its counsel to sign and shall
authorize Foley & Lardner LLP to file a stipulation of
dismissal with preju
