Entergy Mississippi, LLC filed SEC Form 8-K: Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Electric Utilities: Central
Public Utilities
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
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Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On June 29, 2022, Entergy Mississippi, LLC (the “Company”), as borrower, entered into the term loan credit agreement (the “Credit Agreement”), dated as of June 29, 2022, among the Company, as borrower, the lenders from time to time party thereto and The Bank of Nova Scotia (“Scotia”), as Administrative Agent. The Credit Agreement provided the Company with a $150 million unsecured term loan (the “Term Loan”), which matures and is payable on December 29, 2023. The Term Loan may be prepaid by the Company without a prepayment premium.
Borrowings under the Term Loan bear interest at a variable interest rate reflecting either (A) a spread over term SOFR for either a one month period or a three month period or (B) Base Rate. Base Rate is equal to the greater of (i) Scotia’s prime commercial lending rate, (ii) the federal funds rate plus ½ of 1%, or (iii) SOFR for the interest period of one month plus 1.10%.
The Credit Agreement contains certain customary covenants, including restrictions on the Company’s pledging its assets and on certain asset sales. It also contains a covenant that requires the Company to maintain a consolidated debt ratio of 65% or less of its total capitalization. The Term Loan bears interest at a variable interest rate payable either monthly or quarterly on the last day of each of March, June, September and December, and the Company paid certain fees in connection with its entry into the Term Loan. The Company’s obligations under the Credit Agreement may be accelerated upon an event of default, which includes non-payment of principal or interest, breach of representation or warranty, breach of covenant, cross-default, bankruptcy, material judgments, certain ERISA events, the occurrence of a change of control with respect to the Company, where Entergy Corporation (“Entergy”) ceases to own, directly or indirectly, at least 80% of the Company’s common equity, and the occurrence of certain change of control events with respect to Entergy.
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety be reference to the Credit Agreement filed as Exhibit 4.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| 4.1 | |||||
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. | ||||
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SIGNATURES
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 Mississippi, LLC | |||||
| (Registrant) | |||||
Date: July 5, 2022 | |||||
| /s/ Kimberly A. Fontan | |||||
(Signature) Kimberly A. Fontan Senior Vice President and Chief Accounting Officer | |||||
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