UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. | Other Events. |
On October 31, 2023, Xcel Energy Inc. (“Xcel Energy”) entered into an equity distribution agreement (the “Distribution Agreement”) with Barclays Capital Inc., BMO Capital Markets Corp., BofA Securities, Inc., CIBC World Markets Corp., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, KeyBanc Capital Markets Inc., Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, TD Securities (USA) LLC, and Wells Fargo Securities, LLC (collectively, the “Sales Agents”). The Sales Agents will act as Xcel Energy’s sales agent with respect to the offer and sale of shares of Xcel Energy’s common stock (par value $2.50 per share) having an aggregate gross sales price of up to $2,500,000,000 (the “Shares”).
Xcel Energy will pay each Sales Agent a commission of up to 1.0% of the gross sales price for any Shares sold by such Sales Agent. The offering of the Shares will terminate upon the earlier of (1) the sale of all the Shares subject to the Distribution Agreement and (2) the termination of the Distribution Agreement, pursuant to its terms, by either Xcel Energy or, with respect to any Sales Agent, such Sales Agent, at any time in the respective party’s sole discretion.
All of the Shares to be offered and sold were registered pursuant to Xcel Energy’s registration statement (the “Registration Statement”) previously filed with the Securities and Exchange Commission on Form S-3 (File No. 333-275228).
A copy of the Distribution Agreement is filed as Exhibit 1.01 hereto and is incorporated by reference herein.
This Current Report on Form 8-K is being filed to file certain documents in connection with the offering as exhibits to the Registration Statement.
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits. |
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.
XCEL ENERGY INC. | ||
(a Minnesota corporation) | ||
By: | /s/ Paul A. Johnson | |
Name: | Paul A. Johnson | |
Title: | Vice President, Treasurer and Investor Relations |
Date: October 31, 2023