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) September 29, 2011
WESTAR ENERGY, INC.
(Exact name of registrant as specified in its charter)
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| KANSAS | | 1-3523 | | 48-0290150 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (IRS Employer Identification No.) |
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| 818 South Kansas Avenue, Topeka, Kansas | | 66612 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (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 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)) |
WESTAR ENERGY, INC.
| Item 1.01. | Entry into a Material Definitive Agreement. |
On September 29, 2011, we entered into a new revolving credit facility. The new facility matures on September 29, 2016. So long as there is no default under the facility, we may elect to extend the facility for up to an additional two years, subject to lender participation. The facility allows us to borrow up to an aggregate of $730.0 million, including letters of credit up to a maximum aggregate amount of $730.0 million. So long as there is no default under the facility, we may elect to increase the aggregate amount of borrowings under the facility to $1.0 billion by increasing the commitment of one or more lenders who have agreed to such increase, or by adding a new lender or lenders to the facility, or by a combination of both existing and new lenders. All borrowings under the facility are secured by first mortgage bonds of our wholly owned subsidiary, Kansas Gas and Electric Company. We may elect to release this security at any time that our senior unsecured debt is rated investment grade by at least two of S&P, Moody’s and Fitch.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
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| Exhibit 4.1 | | Fifty-seventh Supplemental Indenture dated September 29, 2011, between Kansas Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, to the Kansas Gas and Electric Company Mortgage and Deed of Trust dated April 1, 1940. |
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| Exhibit 10.1 | | Credit Agreement, dated as of September 29, 2011, among Westar Energy, Inc., and the several banks and other financial institutions or entities from time to time parties to the Agreement. |
Forward-looking statements: Certain matters discussed in this Current Report on Form 8-K are “forward-looking statements.” The Private Securities Litigation Reform Act of 1995 has established that these statements qualify for safe harbors from liability. Forward-looking statements may include words like “believe,” “anticipate,” “target,” “expect,” “pro forma,” “estimate,” “intend,” “guidance” or words of similar meaning. Forward-looking statements describe future plans, objectives, expectations or goals. Although Westar Energy believes that its expectations are based on reasonable assumptions, all forward-looking statements involve risk and uncertainty. The factors that could cause actual results to differ materially from these forward-looking statements include those discussed herein as well as (1) those discussed in the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2010 (a) under the heading, “Forward-Looking Statements,” (b) in ITEM 1. Business, (c) in ITEM 1A. Risk Factors, (d) in ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (e) in ITEM 8. Financial Statements and Supplementary Data: Notes 13 and 15;
(2) those discussed in the company’s Quarterly Report on Form 10-Q filed Aug. 4, 2011 (a) in ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (b) in Part 1, Financial Information, ITEM 1. Financial Statements: Notes 8 and 9; and (3) other factors discussed in the company’s filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date such statement was made, and the company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement was made.
SIGNATURE
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 hereunto duly authorized.
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| | Westar Energy, Inc. |
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| Date: September 29, 2011 | | By: | | /s/ Larry D. Irick |
| | Name: Larry D. Irick |
| | Title: Vice President, General Counsel and Corporate Secretary |
EXHIBIT INDEX
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Exhibit
Number | | Description of Exhibit |
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| Exhibit 4.1 | | Fifty-seventh Supplemental Indenture dated September 29, 2011, between Kansas Gas and Electric Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, to the Kansas Gas and Electric Company Mortgage and Deed of Trust dated April 1, 1940. |
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| Exhibit 10.1 | | Credit Agreement, dated as of September 29, 2011, among Westar Energy, Inc., and the several banks and other financial institutions or entities from time to time parties to the Agreement. |
