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): February 25, 2010
ENTERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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Delaware
(State or Other Jurisdiction
of Incorporation) | | 1-11299
(Commission
File Number) | | 72-1229752
(IRS Employer
Identification No.) |
639 Loyola Avenue, New Orleans, Louisiana 70113
(Address of Principal Executive Offices, including Zip code)
(504) 576-4000
(Registrant’s telephone number, including area code)
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) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Section 8—Other Events
Item 8.01 Other Events.
On February 25, 2010, Enexus Energy Corporation (“Enexus”), a subsidiary of Entergy Corporation (“Entergy”), executed Amendment No. 2 (the “Amendment”) to the $1,200,000,000 Credit Agreement dated December 23, 2008, by and among the lenders and issuers from time to time party thereto; Citigroup Global Markets Inc. and Goldman Sachs Lending Partners LLC, as joint book runners and joint lead arrangers; BNP Paribas, as administrative agent; The Bank of Nova Scotia Trust Company of New York, as collateral agent; and Mizuho Corporate Bank, Ltd, as syndication agent, as amended by Amendment No. 1 dated October 1, 2009. The Amendment provides for an alternative consolidated total leverage ratio in the event of certain outages at an Enexus nuclear plant.
As previously announced, Entergy’s Board of Directors approved a plan to pursue a separation of its Non-Utility Nuclear business from Entergy into a separate publicly-traded company (the “spin-off”). The spin-off is expected to be tax-free to Entergy and its shareholders and is subject to certain conditions precedent, including regulatory approvals and the final approval of the Entergy Board of Directors.
Enexus will not be permitted to draw down on the $1,200,000,000 amount until certain customary and transactional conditions are met on or prior to July 1, 2010, including the consummation of the internal reorganization of Entergy’s Non-Utility Nuclear business prior to the spin-off.
This summary is qualified in its entirety by Amendment No. 2 attached as Exhibit 99.1 hereto and incorporated herein by reference.
Section 9—Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| | | | | |
| Exhibit No. | | Description |
| | 99.1 | | | Amendment No. 2 dated February 25, 2010, by and among Enexus Energy Corporation, as Borrower, and the lenders party thereto, to the Credit Agreement dated December 23, 2008 by and among Enexus Energy Corporation, as Borrower; the lenders and issuers from time to time party thereto; Citigroup Global Markets Inc. and Goldman Sachs Lending Partners LLC, as joint book runners and joint lead arrangers; BNP Paribas, as administrative agent; The Bank of Nova Scotia Trust Company of New York, as collateral agent; and Mizuho Corporate Bank, Ltd, as syndication agent, as amended by Amendment No. 1 dated October 1, 2009. |
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.
Entergy Corporation
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| By: | /s/ Theodore H. Bunting, Jr. | |
| | Theodore H. Bunting, Jr. | |
| | Senior Vice President and
Chief Accounting Officer | |
| |
Dated: February 26, 2010
