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| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
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| FORM 8‑K |
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| CURRENT REPORT |
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| Pursuant to Section 13 or 15(d) of |
| the Securities Exchange Act of 1934 |
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| Date of Report (Date of earliest event reported): February 5, 2016 |
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| CLECO CORPORATION |
| (Exact name of registrant as specified in its charter) |
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| Louisiana | 1-15759 | 72-1445282 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer |
| of incorporation) | | Identification No.) |
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| 2030 Donahue Ferry Road | |
| Pineville, Louisiana | 71360-5226 |
| (Address of principal executive offices) | (Zip Code) |
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Registrant’s telephone number, including area code: (318) 484-7400 |
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| CLECO POWER LLC |
| (Exact name of registrant as specified in its charter) |
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| Louisiana | 1-05663 | 72-0244480 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer |
| of incorporation) | | Identification No.) |
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| 2030 Donahue Ferry Road | |
| Pineville, Louisiana | 71360-5226 |
| (Address of principal executive offices) | (Zip Code) |
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Registrant’s telephone number, including area code: (318) 484-7400 |
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| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
As previously announced on October 20, 2014, Cleco Corporation (the “Company”) entered into an Agreement and Plan of Merger dated as of October 17, 2014 (the “Merger Agreement”) with Cleco Partners L.P. (“Parent”), a Delaware limited partnership, and Cleco Merger Sub, Inc., a Louisiana corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”), providing for the merger of Merger Sub with and into the Company (the “Merger”), with the Company surviving the Merger as an indirect, wholly-owned subsidiary of Parent. On February 26, 2015, the Company’s shareholders approved the Merger.
On February 5, 2016, the Company announced that Moody's Investors Service (Moody's) and Standard & Poor’s Ratings Services (S&P Ratings) have provided ratings information pursuant to a ratings assessment service at Moody's and a rating evaluation service at S&P Ratings in advance of the anticipated close of the Merger. The Merger is expected to be completed in the first quarter of 2016. The Merger is pending Louisiana Public Service Commission approval. A copy of the press release is attached hereto as Exhibit 99.1.
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| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
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| Exhibit No. | Description |
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| 99.1 | Press Release issued by Cleco Corporation, dated February 5, 2016. |
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.
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| | CLECO CORPORATION |
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| Date: February 5, 2016 | By: /s/ Terry L. Taylor |
| | Terry L. Taylor |
| | Controller and Chief Accounting Officer |
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.
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| | CLECO POWER LLC |
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| Date: February 5, 2016 | By: /s/ Terry L. Taylor |
| | Terry L. Taylor |
| | Controller and Chief Accounting Officer |
EXHIBIT INDEX
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| Exhibit No. | Exhibit Description |
| 99.1 | Press Release issued by Cleco Corporation, dated February 5, 2016. |
