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funds so that petitioner could construct additions to its utility
properties. To accomplish this, Finance was to issue notes in
the Eurobond market. The Eurobond market has been aptly
described in a 1984 Senate Finance Committee report as follows:
A major capital market outside the United States
is the Eurobond market. It is not an organized
exchange, but rather a network of underwriters and
financial institutions that market bonds issued by
private corporations (including but not limited to
finance subsidiaries of U.S. companies), foreign
governments and government agencies, and other
borrowers.
In addition to individuals, purchasers of the
bonds include institutions such as banks (frequently
purchasing on behalf of investors with custodial
accounts managed by the banks), investment companies,
insurance companies, and pension funds. There is a
liquid and well-capitalized secondary market for the
bonds with rules of fair practice enforced by the
Association of International Bond Dealers. Although a
majority of the bond issues in the Eurobond market are
denominated in dollars (whether or not the issuer is a
U.S. corporation), bonds issued in the Eurobond market
are also frequently denominated in other currencies
(even at times when issued by U.S. multinationals).
[S. Prt. 98-169 (Vol. I), at 417 (1984).]
On August 28, 1981, petitioner filed a petition with the
Public Service Commission of Indiana for a certificate of
authority and an order approving and authorizing petitioner to:
(1) Issue a note or notes in an amount not to exceed $75 million
to Finance; (2) pay all expenses of issuance of its notes and the
Euronotes connected therewith; and (3) apply the net cash
proceeds from the loan of the Euronote proceeds as requested in
the petition. Essentially, the petition provided that the
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