SEC Document
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UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
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FORM 8-K |
CURRENT REPORT |
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PURSUANT TO SECTION 13 OR 15(d) OF THE |
SECURITIES EXCHANGE ACT OF 1934 |
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Date of Report (Date of earliest event reported) | May 20, 2016 | |
| (May 20, 2016) | |
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Commission | | Name of Registrants, State of Incorporation, | | I.R.S. Employer |
File Number | | Address and Telephone Number | | Identification No. |
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001-32462 | | PNM Resources, Inc. | | 85-0468296 |
| | (A New Mexico Corporation) | | |
| | 414 Silver Ave. SW | | |
| | Albuquerque, New Mexico 87102-3289 | | |
| | (505) 241-2700 | | |
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001-06986 | | Public Service Company of New Mexico | | 85-0019030 |
| | (A New Mexico Corporation) | | |
| | 414 Silver Ave. SW | | |
| | Albuquerque, New Mexico 87102-3289 | | |
| | (505) 241-2700 | | |
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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))
Item 1.01 Entry into a Material Definitive Agreement.
On May 20, 2016, Public Service Company of New Mexico (“PNM”), a wholly-owned subsidiary of PNM Resources, Inc., entered into a new term loan facility. The $175 million Term Loan Agreement (the “PNM Term Loan Agreement”) between PNM and JPMorgan Chase Bank, N.A., as lender and administrative agent, is effective as of May 20, 2016, and has a maturity date of November 17, 2017. PNM used a portion of the proceeds of the PNM Term Loan Agreement to prepay without penalty a $125 million term loan agreement with JPMorgan Chase Bank, N.A., dated December 22, 2014.
PNM must pay interest on its borrowing under the PNM Term Loan Agreement from time to time following funding and must repay all amounts on or before the maturity date.
The PNM Term Loan Agreement includes customary covenants, including a covenant that requires the maintenance of a debt-to-capital ratio of less than or equal to 65% (this ratio reflects the present value of payments under the Palo Verde Nuclear Generating Station leases as debt). The PNM Term Loan Agreement also includes customary events of default. The PNM Term Loan Agreement has a cross default provision and a change of control provision. If an event of default occurs, the administrative agent thereunder may, or upon the request and direction of the lenders holding a specified percentage of loans shall, declare the obligations outstanding under the PNM Term Loan Agreement to be due and payable. Such acceleration will occur automatically in the event of an insolvency or bankruptcy default.
The description of the PNM Term Loan Agreement is not complete and is qualified in its entirety by reference to the entire PNM Term Loan Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
JPMorgan Chase Bank, N.A. and its affiliates perform normal banking (including as lender under other facilities) and investment banking and advisory services from time to time for PNM and its affiliates, for which they receive customary fees and expenses.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information required by this item is included in Item 1.01 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number | Description |
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10.1 | Term Loan Agreement, dated as of May 20, 2016, among Public Service Company of New Mexico, as Borrower, the lenders identified therein, and JPMorgan Chase Bank, N.A., as administrative agent |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| PNM RESOURCES, INC. PUBLIC SERVICE COMPANY OF NEW MEXICO |
| (Registrants) |
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Date: May 20, 2016 | /s/ Joseph D. Tarry |
| Joseph D. Tarry |
| Vice President, Corporate Controller, and Chief Information Officer |
| (Officer duly authorized to sign this report) |