This combined Current Report on Form
8-K
is provided by the following registrants: Evergy, Inc. (“Evergy”), Evergy Kansas Central, Inc. (“Evergy Kansas Central”) 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 registrants.
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Entry into a Material Definitive Agreement |
On August 31, 2021, Evergy, Evergy Missouri West, Inc., a subsidiary of Evergy (“Evergy Missouri West”), Evergy Metro and Evergy Kansas Central (each a “Borrower” and collectively, the “Borrowers”) entered into an Amended and Restated Credit Agreement (the “Credit Facility”) with the several lenders referred to therein, Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and Issuing Lender, and the other issuing lenders and agents party thereto. The Credit Facility includes a master revolving credit facility and provides for maximum borrowings of up to $2.5 billion in the aggregate outstanding at any time, including the issuance of letters of credit and swingline loans each up to maximum aggregate amounts of $150 million outstanding at any time. So long as there is no default or unmatured default under the Credit Facility, the Borrowers may elect to increase the commitments under the Credit Facility by up to an additional aggregate principal amount of $750 million by increasing the commitment of one or more lenders who have agreed to such increase. The Credit Facility amends and restates in its entirety the Credit Agreement (the “Prior Credit Facility”), dated as of September 18, 2018, among Evergy, Evergy Metro (formerly Kansas City Power & Light Company), Evergy Missouri West (formerly KCP&L Greater Missouri Operations Company), Evergy Kansas Central (formerly Westar Energy, Inc.), the several lenders from time to time parties thereto, Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and Issuing Lender and the other issuing lenders and agents party thereto.
The Credit Facility matures on August 31, 2026. So long as there is no default or unmatured default under the Credit Facility and subject to the accuracy of the representations and warranties in the Credit Facility as of the applicable extension date, the Borrowers may elect to extend the Credit Facility on up to two occasions for additional
one-year
terms on each such extension date, subject to lender participation.
The interest rate applicable to the outstanding loans of each Borrower under the Credit Facility will be based on such Borrower’s senior debt credit ratings as published by Standard & Poor’s Financial Services, LLC and Moody’s Investors Service, Inc., plus either (a) LIBOR (with a floor of 0.00%) or (b) the Base Rate (each as defined in the Credit Facility). The Borrowers will pay a commitment fee quarterly during the term of the Credit Facility, which may vary depending on each Borrower’s senior debt credit ratings. In addition, the Credit Facility incorporates certain sustainability-linked mechanics. Specifically, the applicable interest rates and commitment fees are subject to upward or downward adjustments, subject to certain limitations, if Evergy achieves, or fails to achieve, certain specified targets based on two key performance indicator metrics:
(i) Non-Emitting
Generation Capacity and (ii) Diverse Supplier Spend (each as defined in the Credit Facility).
The Credit Facility also contains customary affirmative and negative covenants, including one that sets the ratio of maximum allowed total indebtedness to total capitalization at 0.65 to 1.00, for each Borrower.
The lenders that are party to the Credit Facility or their affiliates have in the past performed, currently perform and may in the future from time to time perform, investment banking, financial advisory, lending and/or commercial banking services for Evergy, Evergy Kansas Central, Evergy Metro, Evergy Missouri West and certain of their respective subsidiaries and affiliates, for which service they have in the past received, currently receive and may in the future receive, customary compensation and reimbursement of expenses.