Current Report Filing (8-k)
April 06 2023 - 4:17PM
Edgar (US Regulatory)
00017112690000054476false 0001711269 2023-04-03 2023-04-03 0001711269 evrg:EvergymetroincMember 2023-04-03 2023-04-03
SECURITIES AND EXCHANGE COMMISSION
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
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Exact Name of Registrant as Specified in its Charter, Address of Principal Executive Offices and |
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Kansas City, Missouri 64105 |
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(Former name or former address, if changed since last report) |
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Kansas City, Missouri 64105 |
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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| Evergy, Inc. common stock |
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EVRG |
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The Nasdaq Stock Market LLC |
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 Metro, Inc. (“Evergy Metro”). 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.
On April 6, 2023, Evergy Metro issued $300,000,000 aggregate principal amount of its 4.95% Mortgage Bonds, Series 2023 due 2033 (the “Mortgage Bonds”), pursuant to an Underwriting Agreement, dated April 3, 2023, among Evergy Metro, BofA Securities, Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. 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
of Evergy Metro (the “Registration Statement”).
In connection with the issuance and sale of the Mortgage Bonds, Evergy Metro entered into the 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.
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Financial Statements and Exhibits |
(d) Exhibits
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| Exhibit 1.1 |
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Underwriting Agreement, dated April 3, 2023, among Evergy Metro, BofA Securities, Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein. |
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| Exhibit 4.1 |
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Nineteenth Supplemental Indenture, dated as of April 4, 2023, between Evergy Metro and UMB Bank, N.A. (formerly United Missouri Bank of Kansas City, N.A.), as trustee. |
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| Exhibit 5.1 |
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Opinion, dated April 6, 2023, of Heather A. Humphrey, Senior Vice President, General Counsel and Corporate Secretary. |
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| Exhibit 23.1 |
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Consent of Heather A. Humphrey (included in Exhibit 5.1). |
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| Exhibit 104 |
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Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. |
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.
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/s/ Geoffrey T. Ley |
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Geoffrey T. Ley |
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Vice President, Corporate Planning and Treasurer |
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/s/ Geoffrey T. Ley |
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Geoffrey T. Ley |
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Vice President, Corporate Planning and Treasurer |
Date: April 6, 2023
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