(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
Consolidated Edison, Inc., Common Shares ($.10 par value) |
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)) |
Item 1.01 |
Entry into a Material Definitive Agreement |
• | Failure to pay any principal of any loan or, for the Credit Agreement, any draw under any letter of credit issued under the Credit Agreement when due; |
• | Failure to pay any interest or fees within five days; |
• | Failure to meet covenants, including covenants that the ratio of consolidated debt to consolidated total capital of that Company not at any time exceed 0.65 to 1 and that, subject to certain exceptions (including liens or other encumbrances in aggregate not exceeding 10 percent of that Company’s consolidated net tangible assets), the Company will not create, assume or suffer a lien or other encumbrance on its assets; |
• | Representations or warranties proved to be incorrect in any material respect when made (or deemed made); |
• | Cross default to other financial obligations of $150 million or more of that Company and any subsidiaries which would permit the holder to accelerate the obligations; and |
• | Other customary events of default. |
Item 1.02 |
Termination of a Material Definitive Agreement |
Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
Item 9.01 |
Financial Statements and Exhibits |
Exhibit 10.1 | Credit Agreement, dated as of March 27, 2023, among CECONY, Con Edison, O&R, the lenders party thereto and Bank of America, N.A., as Administrative Agent. | |
Exhibit 10.2 | 364-Day Revolving Credit Agreement, dated as of March 27, 2023, among CECONY, the lenders party thereto and Bank of America, N.A., as Administrative Agent. | |
Exhibit 104 | Cover Page Interactive Data File – The cover page iXBRL tags are embedded within the inline XBRL document |
CONSOLIDATED EDISON, INC. | ||
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. |
By: | /s/ Joseph Miller | |
Joseph Miller | ||
Vice President, Controller and Chief Accounting Officer |