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: March 10, 2022
(Date of earliest event reported)
Commission file number | Registrant, State of Incorporation or Organization, Address of Principal Executive Offices and Telephone Number | IRS Employer Identification Number | ||
1-2198 | DTE ELECTRIC COMPANY (a Michigan corporation) One Energy Plaza Detroit, Michigan 48226-1279 313-235-4000 | 38-0478650 | ||
333-261612-01 | DTE ELECTRIC SECURITIZATION FUNDING I LLC (a Delaware limited liability company) C/O DTE Electric Company One Energy Plaza Detroit, Michigan 48226-1279 313-235-4000 | 87-2027468 |
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 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 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications 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 | ||
None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934(§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. ☐
Item 8.01. | Other Events |
On March 10, 2022, DTE Electric Company (the “Utility”) and DTE Electric Securitization Funding I LLC (the “Issuing Entity”) entered into an Underwriting Agreement with Citigroup Global Markets Inc. as representative of the underwriters identified therein with respect to the purchase and sale of $235,800,000 of Senior Secured Securitization Bonds, Series 2022A (the “Securitization Bonds”), to be issued by the Issuing Entity pursuant to an Indenture and Series Supplement, each to be dated as of March 17, 2022, which are annexed hereto as Exhibits 4.1 and 4.2, respectively, to this Current Report on Form
8-K.
The Securitization Bonds were offered pursuant to the prospectus dated March 10, 2022 (the “Prospectus”). In connection with the issuance of the Securitization Bonds, the Utility and the Issuing Entity also expect to enter into a Securitization Property Servicing Agreement, Securitization Property Purchase and Sale Agreement, and Administration Agreement, which are annexed hereto as Exhibits 10.1, 10.2 and 10.3, respectively, to this Current Report on8-K.
Additionally, effective as of March 9, 2022, the Issuing Entity adopted an Amended and Restated Limited Liability Company Agreement (the “A&R LLC Agreement”) in connection with the issuance of the Securitization Bonds. The A&R LLC Agreement, which is described in the Prospectus, was previously approved by the Utility, the sole member of the Issuing Entity. The description of the A&R LLC Agreement in the Prospectus is not complete and is qualified in its entirety by reference to the full text of the A&R LLC Agreement, which is annexed hereto as Exhibit 3.2 to this Current Report on Form
8-K
and is incorporated by reference herein.Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
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 thereunto duly authorized.
DTE ELECTRIC COMPANY | ||||||
By: | /s/ Timothy J. Lepczyk | |||||
Dated: March 14, 2022 | Timothy J. Lepczyk Assistant Treasurer | |||||
DTE ELECTRIC SECURITIZATION FUNDING I LLC | ||||||
By: | /s/ Timothy J. Lepczyk | |||||
Dated: March 14, 2022 | Timothy J. Lepczyk Secretary |