SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 25, 2018
Xcel Energy Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
414 Nicollet Mall, Minneapolis, Minnesota
(Address of principal executive offices)
Registrant’s telephone number, including area code (612) 330-5500
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company £
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. £
Item 8.01. Other Events.
On June 25, 2018, Xcel Energy Inc., a Minnesota corporation (the “Company”), issued $500,000,000 in aggregate principal amount of 4.00% Senior Notes, Series due June 15, 2028 pursuant to an Underwriting Agreement, dated June 20, 2018, by and among the Company and J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and MUFG Securities Americas Inc., as representatives of the underwriters named therein. The notes are being issued pursuant to the registration statement on Form S-3 (File No. 333-224333). A prospectus supplement relating to the offering and sale of the notes was filed with the Securities and Exchange Commission on June 21, 2018. The notes will be governed by the Company’s Indenture, dated as of December 1, 2000, as supplemented, between the Company and Wells Fargo Bank, National Association, as trustee, and the Supplemental Indenture No. 11, dated as of June 25, 2018.
This Current Report on Form 8-K is being filed to report as exhibits certain documents in connection with that offering and sale for incorporation by reference into the registration statement.
Item 9.01. Financial Statements and Exhibits.
Supplemental Indenture No. 11, dated as of June 25, 2018, by and between Xcel Energy Inc. and Wells Fargo Bank, National Association, as Trustee, creating $500,000,000 aggregate principal amount of 4.00% Senior Notes, Series due June 15, 2028.
Opinion of Scott M. Wilensky regarding the validity of the notes.
Statement of computation of ratio of earnings to fixed charges.
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.
Xcel Energy Inc.
(a Minnesota Corporation)
/s/ Brian Van Abel
Name: Brian Van Abel
Title: Vice President and Treasurer
Date: June 25, 2018