WEC Energy Group Files 8-K on Credit Agreement and Equity Sales

TL;DR

WEC Energy Group just filed an 8-K for a new credit agreement and some equity sales. Watch for details.

AI Summary

On June 5, 2024, WEC Energy Group, Inc. filed an 8-K report detailing two key events. The company entered into a direct financial obligation through a credit agreement and also reported unregistered sales of equity securities. Specific details regarding the credit agreement's terms and the equity sales were not fully disclosed in the provided excerpt.

Why It Matters

This filing indicates WEC Energy Group is undertaking new financial obligations and engaging in equity transactions, which could impact its capital structure and shareholder equity.

Risk Assessment

Risk Level: medium — The filing involves financial obligations and equity sales, which inherently carry financial risks that could affect the company's performance and stock price.

Key Players & Entities

• WEC ENERGY GROUP, INC. (company) — Registrant
• 0000783325 (company) — Central Index Key
• June 5, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $37,500,000 — the "Company") issued an additional (i) $37,500,000 aggregate principal amount of its 4.375
• $825,000,000 — osed, the Company previously issued (i) $825,000,000 aggregate principal amount of its 4.375
• $0.01 — f the Company's common stock, par value $0.01 per share (the "Common Stock"), issuabl
• $1,000 — e of 12.1491 shares of Common Stock per $1,000 principal amount of 2027 Notes and 12.1

Filing Documents

• tm2416522d1_8k.htm (8-K) — 28KB
• 0001104659-24-068705.txt ( ) — 198KB
• wec-20240605.xsd (EX-101.SCH) — 3KB
• wec-20240605_lab.xml (EX-101.LAB) — 33KB
• wec-20240605_pre.xml (EX-101.PRE) — 22KB
• tm2416522d1_8k_htm.xml (XML) — 4KB

03

ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT On June 5, 2024, WEC Energy Group, Inc. (the "Company") issued an additional (i) $37,500,000 aggregate principal amount of its 4.375% Convertible Senior Notes due 2027 (the "Additional 2027 Notes") and (ii) $37,500,000 aggregate principal amount of its 4.375% Convertible Senior Notes due 2029 (the "Additional 2029 Notes" and, together with the Additional 2027 Notes, the "Additional Notes"), pursuant to the exercise of the remaining portion of the option to purchase the Additional Notes granted to the Initial Purchasers (as defined herein) in a Purchase Agreement (the "Purchase Agreement") dated May 22, 2024 among the Company and the initial purchasers (the "Initial Purchasers") party thereto. As previously disclosed, the Company previously issued (i) $825,000,000 aggregate principal amount of its 4.375% Convertible Senior Notes due 2027 (the "Original 2027 Notes" and, together with the Additional 2027 Notes, the "2027 Notes") and (ii) $825,000,000 aggregate principal amount of its 4.375% Convertible Senior Notes due 2029 (the "Original 2029 Notes" and, together with the Additional 2029 Notes, the "2029 Notes"). A description of the 2027 Notes and the 2029 Notes was provided in the Company's Current Report on Form 8-K filed on May 28, 2024 and is incorporated herein by reference. The foregoing description of the 2027 Notes and the 2029 Notes does not purport to be complete and is qualified in its entirety by reference to the complete text of the indenture governing the 2027 Notes, the indenture governing the 2029 Notes, the form of 2027 Note and the form of 2029 Note, which were filed as exhibits to the Company's Current Report on Form 8-K filed on May 28, 2024 and incorporated herein by reference.

02

Item 3.02. UNREGISTERED SALES OF EQUITY SECURITIES. The information set forth under Item 2.03 is incorporated into this Item 3.02 by reference. The Company offered and sold the Additional Notes to the Initial Purchasers in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and for resale by the Initial Purchasers to persons reasonably believed to be qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act. The Company relied on these exemptions from registration based in part on representations made by the Initial Purchasers in the Purchase Agreement. The shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), issuable upon conversion of the Additional Notes, if any, have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Company expects any shares of Common Stock issued upon conversion of the Additional Notes to be issued pursuant to the exemption provided by Section 3(a)(9) of the Securities Act. As previously disclosed, initially, a maximum of 10,478,599 shares of Common Stock and 10,478,599 shares of Common Stock may be issued upon conversion of the 2027 Notes and the 2029 Notes, respectively, based on the initial maximum conversion rate of 12.1491 shares of Common Stock per $1,000 principal amount of 2027 Notes and 12.1491 shares of Common Stock per $1,000 principal amount of 2029 Notes, in each case subject to anti-dilution adjustments.

SIGNATURES

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. Date: June 5, 2024 WEC ENERGY GROUP, INC. (Registrant) /s/ WILLIAM J. GUC William J. Guc, Vice President and Controller

View Full Filing

View this 8-K filing on SEC EDGAR