UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 2, 2020
Commission File Number | Exact Name of Registrant as Specified in its Charter, State of Incorporation, Address of Principal Executive Offices and Telephone Number | I.R.S. Employer Identification No. | ||
001-38515 | Evergy, Inc. | 82-2733395 | ||
(a Missouri corporation) | ||||
1200 Main Street | ||||
Kansas City, Missouri 64105 | ||||
(816) 556-2200 | ||||
NOT APPLICABLE | ||||
(Former name or former address, if changed since last report) | ||||
001-03523 | Evergy Kansas Central, Inc. | 48-0290150 | ||
(a Kansas corporation) | ||||
818 South Kansas Avenue | ||||
Topeka, Kansas 66612 | ||||
(785) 575-6300 | ||||
NOT APPLICABLE | ||||
(Former name or former address, if changed since last report) | ||||
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:| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Evergy, Inc. common stock | EVRG | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule
12b-2
of the Exchange Act (§240.12b-2
of this chapter).Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
This combined Current Report on Form
8-K
is being filed by the following registrants: Evergy, Inc. and Evergy Kansas Central, Inc. (“Evergy Kansas Central”). Information relating to any individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other registrant.| Item 8.01 | Other Events |
On April 2, 2020, Evergy Kansas Central issued $500,000,000 aggregate principal amount of its First Mortgage Bonds, 3.45% Series due 2050 (the “Mortgage Bonds”), pursuant to an Underwriting Agreement, dated April 2, 2020, among Evergy Kansas Central, MUFG Securities Americas Inc., U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. The Mortgage Bonds were registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement on Form
S-3
(333-228179-02)
of Evergy Kansas Central (the “Registration Statement”). Evergy Kansas Central intends to use the net proceeds from the sale of the Mortgage Bonds to redeem $250 million aggregate principal amount of its First Mortgage Bonds, 5.10% Series Due 2020 (the “Bonds due 2020”) and for general corporate purposes. Evergy Kansas Central has elected to redeem the Bonds due 2020 in full on May 11, 2020 pursuant to the terms of the Mortgage and Deed of Trust, dated July 1, 1939, as amended and supplemented, between Evergy Kansas Central and The Bank of New York Mellon Trust Company, N.A. (as successor to Harris Trust and Savings Bank), as trustee.In connection with the issuance and sale of the Mortgage Bonds, Evergy Kansas Central entered into several agreements and other instruments listed in Item 9.01 of this Current Report on Form
8-K
and filed as exhibits hereto. These exhibits are incorporated by reference into the Registration Statement. | Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
Exhibit No. | Description | |||
Exhibit 1.1 | ||||
Exhibit 4.1 | ||||
Exhibit 5.1 | ||||
Exhibit 23.1 | ||||
Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
Evergy, Inc. |
/s/ Lori A. Wright |
Lori A. Wright |
Vice President – Corporate Planning, Investor Relations and Treasurer |
Evergy Kansas Central, Inc. |
/s/ Lori A. Wright |
Lori A. Wright |
Vice President – Corporate Planning, Investor Relations and Treasurer |
Date: April 9, 2020