PEPCO Enters Material Agreement, Creates Financial Obligation
| Field | Detail |
|---|---|
| Company | Potomac Electric Power Co |
| Form Type | 8-K |
| Filed Date | Sep 17, 2025 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $200 million, $75 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation
TL;DR
PEPCO just signed a big deal creating a new financial obligation.
AI Summary
Potomac Electric Power Company (PEPCO) entered into a material definitive agreement on September 17, 2025. This agreement creates a direct financial obligation for the registrant. The filing also includes financial statements and exhibits related to this event.
Why It Matters
This filing indicates a significant new financial commitment or obligation for PEPCO, which could impact its financial health and future investments.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements and creating new financial obligations can introduce financial risks and impact the company's balance sheet.
Key Players & Entities
- POTOMAC ELECTRIC POWER COMPANY (company) — Registrant
- September 17, 2025 (date) — Date of Report and Earliest Event
FAQ
What is the nature of the material definitive agreement entered into by PEPCO?
The filing states that PEPCO entered into a material definitive agreement, but the specific details of the agreement are not provided in this summary.
What type of financial obligation has PEPCO created?
The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement of a registrant.
When was this material agreement entered into?
The agreement was entered into on September 17, 2025, which is also the date of the report.
What are the primary items included in this 8-K filing?
This 8-K filing includes information on the entry into a material definitive agreement, the creation of a direct financial obligation, and financial statements and exhibits.
Where is Potomac Electric Power Company's principal executive office located?
Potomac Electric Power Company's principal executive offices are located at 701 Ninth Street, NW, Washington, DC 20068.
Filing Stats: 1,398 words · 6 min read · ~5 pages · Grade level 13.4 · Accepted 2025-09-17 13:54:56
Key Financial Figures
- $200 million — Agreement for the offer and sale of (i) $200 million aggregate principal amount of its First
- $75 million — .48% Series due March 26, 2040 and (ii) $75 million aggregate principal amount of its First
Filing Documents
- exc-20250917.htm (8-K) — 39KB
- 0000079732-25-000011.txt ( ) — 196KB
- exc-20250917.xsd (EX-101.SCH) — 2KB
- exc-20250917_def.xml (EX-101.DEF) — 17KB
- exc-20250917_lab.xml (EX-101.LAB) — 29KB
- exc-20250917_pre.xml (EX-101.PRE) — 17KB
- exc-20250917_htm.xml (XML) — 4KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement On March 26, 2025, Potomac Electric Power Company (Pepco) entered into a Bond Purchase Agreement (the Pepco Purchase Agreement) with certain institutional investors. The form of the Purchase Agreement was filed as Exhibit 1.3 to Pepco's Current Report on Form 8-K filed with the SEC on March 26, 2025 and is incorporated by reference herein. See Item 2.03 below for a description of the bonds issued by Pepco pursuant to the Pepco Purchase Agreement on September 17, 2025. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-balance Sheet Arrangement of a Registrant On March 26, 2025, Pepco entered into the Pepco Purchase Agreement for the offer and sale of (i) $200 million aggregate principal amount of its First Mortgage Bonds, 5.48% Series due March 26, 2040 and (ii) $75 million aggregate principal amount of its First Mortgage Bonds, 5.78% Series due September 17, 2055 (the Subsequent Pepco Bonds). The form of the Subsequent Pepco Bonds is incorporated by reference herein as Exhibit 4.1. The Subsequent Pepco Bonds were offered and were sold in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. The closing of the sale of the Subsequent Pepco Bonds occurred on September 17, 2025. Pepco intends to apply the proceeds of the sale of the Subsequent Pepco Bonds to repay existing indebtedness and for general corporate purposes. The Subsequent Pepco Bonds were issued under and in accordance with the Mortgage and Deed of Trust, dated as of July 1, 1936, from Pepco to the Mortgage Trustee, as amended and supplemented by various instruments including that certain Supplemental Indenture to the Mortgage and Deed of Trust, dated as of March 1, 2025 (the Pepco Supplemental Indenture), establishing the terms of the Initial Pepco Bonds. A copy of the Pepco Supplemental Indenture is incorporated by reference herein as Exhibit 4.2.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 1.1 Purchase Agreement, dated March 26, 2025 among Potomac Electric Power Company and the purchasers signatory thereto (File No. 001-01072, Form 8-K dated March 26, 2025, Exhibit 1.3) 4.1 Form of Subsequent Pepco Bonds (incorporated by reference to Exhibit 4.2) 4.2 Pepco Supplemental Indenture to the Mortgage and Deed of Trust, dated as of March 1, 2025 ((File No. 001-01072, Form 8-K dated March 26, 2025, Exhibit 4.6) 101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 104 The cover page from the Current Report on Form 8-K, formatted as Inline XBRL. * * * * * This Current Report contains certain forward-looking statements within the meaning of federal securities laws that are subject to risks and uncertainties. Words such as "could," "may," "expects," "anticipates," "will," "targets," "goals," "projects," "intends," "plans," "believes," "seeks," "estimates," "predicts," "should," and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic, and financial performance, are intended to identify such forward-looking statements. Accordingly, any such statements are qualified in their entirety by reference to, and are accompanied by, the following important factors that may cause our actual results or outcomes to differ materially from those contained in our forward-looking statements, including, but not limited to: unfavorable legislative and/or regulatory actions; uncertainty as to outcomes and timing of regulatory approval proceedings and/or negotiated settlements thereof; environmental liabilities and remediation costs; state and federal legislation requiring use of low-emission, renewable, and/or alternate fuel sources and/or mandating implementation of energy conservation programs requiring implementation of new technologies; challenges
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. POTOMAC ELECTRIC POWER COMPANY /s/ Elizabeth Morgan Downs O'Donnell Elizabeth Morgan Downs O'Donnell Senior Vice President, Chief Financial Officer and Treasurer Potomac Electric Power Company September 17, 2025 EXHIBIT INDEX Exhibit No. Description 1.1 Purchase Agreement, dated March 26, 2025 among Pepco and the purchasers signatory thereto (File No. 001-01072, Form 8-K dated March 26, 2025, Exhibit 1.3) 4.1 Form of Subsequent Pepco Bonds (incorporated by reference to Exhibit 4.2) 4.2 Pepco Supplemental Indenture to the Mortgage and Deed of Trust, dated as of March 1, 2025 ((File No. 001-01072, Form 8-K dated March 26, 2025, Exhibit 4.6) 101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 104 The cover page from the Current Report on Form 8-K, formatted as Inline XBRL.