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Dynegy 8-K 2009 SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported)
December
14, 2009 (December 11, 2009)
DYNEGY
HOLDINGS INC.
(Exact
name of registrant as specified in its charter)
(713)
507-6400
(Registrant’s
telephone number, including area code)
N.A.
(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:
On
December 11, 2009, Dynegy Holdings Inc. (“DHI”), a wholly owned subsidiary of
Dynegy Inc. (“Dynegy”), entered into a Note Repurchase Agreement (the
“Repurchase Agreement”) with one of its larger fixed-income
investors. Pursuant to the Repurchase Agreement, DHI agreed to
repurchase a portion of its 6.875% Senior Unsecured Notes due 2011 and its
8.750% Senior Unsecured Notes due 2012 (collectively, the
“Notes”). DHI will repurchase an aggregate principal amount of
approximately $830
million, consisting of approximately $420 million of its 2011
Notes and approximately $410 million of its 2012
Notes. The total consideration to effect the transaction, inclusive
of consent fees, will be approximately $875 million. Included in the
total consideration is a consent fee which will be paid in connection
with certain amendments to the indenture dated September 26, 1996 (as
amended and restated, and as supplemented through the date hereof, the
“Indenture”), amended and restated as of March 23, 1998, and further amended and
restated as of March 14, 2001, between DHI and Wilmington Trust
Company. The anticipated amendments to the Indenture will, upon
closing: delete the terms in the definition section that require deletion
pursuant to the below amendments; delete section 7.04 – Reports by the Company
in its entirety; delete subsection two of section 8.01 – Company May
Consolidate, Etc., Only on Certain Terms; delete section 10.05 – Purchase of
Securities by Company or Subsidiary in its entirety; and delete section 10.06 –
Limitation on Liens in its entirety. The Repurchase Agreement
includes customary representations, warranties and covenants for a repurchase
transaction of this nature.
The
transaction is expected to fund by December 31, 2009.
Item
7.01 Regulation
FD Disclosure.
A copy of
the press release announcing the entry into the Repurchase Agreement is being
furnished as Exhibit 99.1 and is herein incorporated by reference.
Pursuant
to General Instruction B.2 of Form 8-K and Securities and Exchange Commission
Release No. 33-8176, the information contained in the press release furnished as
an exhibit hereto shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, is not subject to the liabilities
of that section and is not deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, except as shall be expressly set forth
by specific reference in such filings. In addition, this Form 8-K and
the press release contain statements intended as “forward-looking statements,”
which are subject to the cautionary statements about forward-looking statements
set forth in such press release.
(d) Exhibits:
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EXHIBIT
INDEX
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