MGE Energy Reports Material Definitive Agreement

TL;DR

MGE Energy just signed a big deal, watch for financial updates.

AI Summary

MGE Energy Inc. (MGE) and Madison Gas and Electric Company (MG&E) entered into a material definitive agreement on October 31, 2024. This filing also details the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The filing includes financial statements and exhibits related to these events.

Why It Matters

This filing indicates a significant new financial commitment or arrangement for MGE Energy and its subsidiary, which could impact future financial performance and operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and new financial obligations can introduce unforeseen risks or opportunities that may affect the company's financial health.

Key Players & Entities

• MGE ENERGY INC (company) — Filer
• MADISON GAS & ELECTRIC CO (company) — Filer
• 20241031 (date) — Report Date

FAQ

Key Financial Figures

• $1 — nge on which registered Common Stock, $1 Par Value Per Share MGEE The NASDAQ
• $25 million — therein, in which it committed to issue $25 million in principal amount of its 5.30% senior

Filing Documents

• mgee-20241031.htm (8-K) — 67KB
• mgee-ex4_1.htm (EX-4.1) — 638KB
• 0000950170-24-121161.txt ( ) — 946KB
• mgee-20241031.xsd (EX-101.SCH) — 51KB
• mgee-20241031_htm.xml (XML) — 7KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On October 31, 2024, Madison Gas and Electric Company (MGE), a wholly-owned subsidiary of MGE Energy, Inc., entered into a Note Purchase Agreement dated October 31, 2024 (the Note Purchase Agreement), with the note purchasers named therein, in which it committed to issue $25 million in principal amount of its 5.30% senior notes, Series A, due December 1, 2039, and $25 million in principal amount of its 5.59% senior notes, Series B, due December 1, 2054 (the Series A notes and the Series B notes are referred to collectively as the "notes"). Subject to customary closing conditions, the notes are expected to be issued on December 4, 2024. See Item 2.03 below for more information regarding the notes and the Note Purchase Agreement. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On October 31, 2024, MGE entered into the Note Purchase Agreement providing for the issuance of $25 million in principal amount of its 5.30% senior notes, Series A, due December 1, 2039, and $25 million in principal amount of its 5.59% senior notes, Series B, due December 1, 2054, at a closing scheduled for December 4, 2024. The notes will be unsecured and will not be issued under, or governed by, MGE's Indenture dated as of September 1, 1998, which governs MGE's Medium-Term Notes. MGE expects to use the net proceeds from the sale of the notes to cover capital expenditures and other corporate obligations. The Series A Notes will carry an interest rate of 5.30% per annum, and the Series B Notes will carry an interest rate of 5.59% per annum. Interest on the notes will be payable semi-annually on June 1 and December 1 of each year, commencing on June 1, 2025. The notes will be redeemable at any time at MGE's option at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued interest to the redemption date and a make

Forward-Looking Statements

Forward-Looking Statements Except for the historical information contained herein, certain of the matters discussed in this report are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, which are subject to risks and uncertainties. The factors that could cause actual results to differ materially from the forward-looking statements made by the Registrants include those factors discussed herein, as well as the items discussed in ITEM 1A. Risk Factors in the Registrants' annual report on Form 10-K for the year ended December 31, 2023, and other factors discussed in filings made by the Registrants with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this report. The Registrants do not undertake any obligation to publicly release any revision to their forward-looking statements to reflect events or circumstances after the date of this report.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Note Purchase Agreement dated October 31, 2024, among MGE and the purchasers named therein, including forms of 5.30% Senior Notes, Series A, due December 1, 2039, and 5.59% Senior Notes, Series B, due December 1, 2054. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document). 3

SIGNATURES

SIGNATURES 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. MGE Energy, Inc. Madison Gas and Electric Company (Registrants) Date: November 05, 2024 /s/ Jenny L. Lagerwall Jenny L. Lagerwall Assistant Vice President - Accounting and Controller (Chief Accounting Officer) 4

View Full Filing

View this 8-K filing on SEC EDGAR