Evergy (EVRG) 8-K Entry into a Material Definitive Agreement

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549 

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FORM 8-K 

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 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 14, 2021 

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Evergy, Inc.

(Exact Name of Registrant as Specified in Charter) 

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Missouri	001-38515	82-2733395
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1200 Main Street

Kansas City, Missouri 64105

(Address of Principal Executive Offices, and Zip Code)

(816) 556-2200

Registrant’s Telephone Number, Including Area Code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report) 

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Evergy Kansas Central, Inc.

(Exact Name of Registrant as Specified in Charter) 

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Kansas	001-03523	48-0290150
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

818 South Kansas Avenue

Topeka, Kansas 66612

(Address of Principal Executive Offices, and Zip Code)

(785) 575-6300

Registrant’s Telephone Number, Including Area Code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report) 

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Evergy Metro, Inc.

(Exact Name of Registrant as Specified in Charter) 

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Missouri	000-51873	44-0308720
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1200 Main Street

Kansas City, Missouri 64105

(Address of Principal Executive Offices, and Zip Code)

(816) 556-2200

Registrant’s Telephone Number, Including Area Code

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 (see General Instruction A.2. below):

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-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 of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 provided by the following registrants: Evergy, Inc. (“Evergy”), Evergy Kansas Central, Inc. and Evergy Metro, Inc. 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 registrants.

Item1.01 Entry into a Material Definitive Agreement

Registration Rights Agreement

On April 14, 2021, in accordance with a Securities Purchase Agreement, dated February 25, 2021 (“Purchase Agreement”), by and between Evergy and BEP Special Situations V LLC (the “Investor”), Evergy entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with the Investor.

Pursuant to the Registration Rights Agreement, the Investor is entitled to certain customary registration rights in respect of the Common Shares (as defined below) and the shares of Common Stock (as defined below) issuable upon exercise of the Warrant (as defined below).

The foregoing summary of the Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the Registration Rights Agreement, a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities

On April 14, 2021, in accordance with the Purchase Agreement, and for an aggregate purchase price of $113,184,661.30 in cash, Evergy closed the previously announced sale to the Investor of (1) 2,269,447 shares (the “Common Shares”) of common stock of Evergy, no par value (“Common Stock”), and (2) a warrant (the “Warrant”) to purchase 3,950,000 shares of Common Stock. The terms of the Warrant, which have a strike price equal to $64.70 per share and may be exercised at the holder’s option at any time or from time to time, in whole or in part, until the date that is three years after issuance. The terms of the Warrant are more fully described in Item 1.01 of Evergy’s Current Report on Form 8-K filed with the SEC on February 26, 2021, which is incorporated herein by reference and is qualified in its entirety by reference to the Warrant, a copy of which is attached as Exhibit 10.2 hereto and is incorporated herein by reference.

The Common Shares and the Warrant have not been registered under the Securities Act of 1933 and are being issued and sold in a private placement pursuant to Section 4(a)(2) thereof.

Item 9.01	Financial Statements and Exhibits
(d) Exhibits
Exhibit No.	Description
10.1	Registration Rights Agreement, dated April 14, 2021, by and between Evergy, Inc. and BEP Special Situations V LLC.
10.2	Warrant No. 1 issued by Evergy, Inc. on April 14, 2021.
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.
By:	/s/ Lori A. Wright
	Lori A. Wright
	Vice President – Corporate Planning, Investor Relations and Treasurer

Evergy Kansas Central, Inc.
By:	/s/ Lori A. Wright
	Lori A. Wright
	Vice President – Corporate Planning, Investor Relations and Treasurer

	Evergy Metro, Inc.
	By:	/s/ Lori A. Wright
		Lori A. Wright
		Vice President – Corporate Planning, Investor Relations and Treasurer
Date: April 14, 2021