UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On December 20, 2019, The AES Corporation (the “Company”) entered into an Amendment No. 3 (the “Amendment No. 3”) to the Sixth Amended and Restated Credit and Reimbursement Agreement, dated as of July 26, 2013, among the Company, various subsidiary guarantors and various lending institutions (as amended by Amendment No. 1, dated as of May 6, 2016, and Amendment No. 2, dated as of June 28, 2017, the “Existing Credit Agreement”) that amends and restates the Existing Credit Agreement (as so amended and restated by Amendment No. 3, the “Seventh Amended and Restated Credit Agreement”). The Seventh Amended and Restated Credit Agreement adjusts the terms and conditions of the Existing Credit Agreement, including the following changes:
| • | the interest rate margin applicable to the revolving credit loan facility is based on the credit rating assigned to the loans under the Seventh Amended and Restated Credit Agreement, with a decrease in pricing from LIBOR + 2.00% to current pricing at LIBOR + 1.75%; |
| • | the final maturity date of the revolving credit loan facility is extended to December 20, 2024; and |
| • | the aggregate commitment for the revolving credit loan facility is $1 billion, reflecting a net decrease in commitments of $100 million. |
The foregoing description of Amendment No. 3 and the Seventh Amended and Restated Credit Agreement does not purport to be complete and is qualified in its entirety by reference to Amendment No. 3 and the Seventh Amended and Restated Credit Agreement, copies of which are attached as Exhibit 10.1 and Exhibit 10.1A hereto, respectively, and are incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The discussion contained in "Item 1.01 Entry into a Material Definitive Agreement" of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
|
Exhibit No. |
Description
| |
| 10.1 | Amendment No. 3, dated as of December 20, 2019, to the Sixth Amended and Restated Credit and Reimbursement Agreement, dated as of July 26, 2013. | |
| 10.1.A | Seventh Amended and Restated Credit and Reimbursement Agreement dated as of December 20, 2019 among The AES Corporation, a Delaware corporation, the Banks listed on the signature pages thereof, Citibank, N.A., as Administrative Agent and Collateral Agent, and Citibank, N.A., Mizuho Bank Ltd. and Crédit Agricole Corporate and Investment Bank, as Joint Lead Arrangers and Joint Book Runners. | |
| 101 | Inline XBRL Document Set for the Cover Page from this Current Report on Form 8-K, formatted as Inline XBRL | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document)
| |
SIGNATURE
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.
| THE AES CORPORATION | ||||
| By: | /s/ Paul L. Freedman | |||
| Name: | Paul L. Freedman | |||
| Title: | Senior Vice President and General Counsel | |||
Date: December 23, 2019
EXHIBIT INDEX
|
Exhibit No. |
Description |
| 10.1 | Amendment No. 3, dated as of December 20, 2019, to the Sixth Amended and Restated Credit and Reimbursement Agreement, dated as of July 26, 2013. | |
| 10.1.A | Seventh Amended and Restated Credit and Reimbursement Agreement dated as of December 20, 2019 among The AES Corporation, a Delaware corporation, the Banks listed on the signature pages thereof, Citibank, N.A., as Administrative Agent and Collateral Agent, and Citibank, N.A., Mizuho Bank Ltd. and Crédit Agricole Corporate and Investment Bank, as Joint Lead Arrangers and Joint Book Runners. | |
| 101 | Inline XBRL Document Set for the Cover Page from this Current Report on Form 8-K, formatted as Inline XBRL | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |