Attached files

file filename
EX-1.1 - WISCONSIN ELECTRIC POWER COc66862_ex1-1.htm
EX-4.1 - WISCONSIN ELECTRIC POWER COc66862_ex4-1.htm
EX-5.1 - WISCONSIN ELECTRIC POWER COc66862_ex5-1.htm

 

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

 

Date of report (Date of earliest event reported):

September 7, 2011




 

 

 

 

 

Commission
File Number

 

Registrant; State of Incorporation
Address; and Telephone Number

 

IRS Employer
Identification No.


 


 


001-01245

 

WISCONSIN ELECTRIC POWER COMPANY
(A Wisconsin Corporation)
231 West Michigan Street
P.O. Box 2046
Milwaukee, WI 53201
(414) 221-2345

 

39-0476280

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



WISCONSIN ELECTRIC POWER COMPANY

ITEM 8.01 OTHER EVENTS.

On September 7, 2011, Wisconsin Electric Power Company (the “Company”) entered into an Underwriting Agreement covering the issue and sale by the Company of $300,000,000 aggregate principal amount of 2.95% Debentures due September 15, 2021 (the “Debentures”). The Debentures are being issued and sold by the Company in an offering registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3, Registration No. 333-172511 (the “Registration Statement”). The exhibits filed herewith under Item 9.01 are incorporated by reference as part of the Registration Statement.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

 

 

 

 

1.1

Underwriting Agreement, dated as of September 7, 2011, among the Company and Barclays Capital Inc., BNP Paribas Securities Corp. and Deutsche Bank Securities Inc., as representatives of the several underwriters, relating to $300,000,000 aggregate principal amount of the Company’s 2.95% Debentures due September 15, 2021.

 

 

 

 

4.1

Securities Resolution No. 11 of the Company, dated as of September 7, 2011, under the Indenture for Debt Securities, dated as of December 1, 1995, between the Company and U.S. Bank National Association (as successor to Firstar Trust Company), as Trustee.

 

 

 

 

5.1

Opinion of Joshua M. Erickson, Counsel.

 

 

 

 

23.1

Consent of Joshua M. Erickson, Counsel (included in Exhibit 5.1).



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.

 

 

 

 

WISCONSIN ELECTRIC POWER COMPANY

 

 

(Registrant)

 

 

 

 

Date: September 13, 2011

/s/ Stephen P. Dickson

 

 


 

 

Stephen P. Dickson — Vice President and Controller