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Dynegy 8-K 2015

Documents found in this filing:

  1. 8-K/A
  2. 8-K/A

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K/A

 


 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported)

June 15, 2015 (April 2, 2015)

 


 

DYNEGY INC.

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-33443

 

20-5653152

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

601 Travis, Suite 1400, Houston, Texas

 

77002

(Address of principal executive offices)

 

(Zip Code)

 

(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:

 

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 2.01              Completion of Acquisition or Disposition of Assets.

 

As previously disclosed, on April 2, 2015, Dynegy Inc. (the “Company”), through its wholly-owned subsidiary Dynegy Resources I, LLC (the “Duke Purchaser”), completed its acquisition of certain assets of Duke Energy Corporation (“Duke Energy”) consisting of 100% of the membership interests in certain subsidiaries of Duke Energy (the “Duke Energy Acquisition”). The transaction included Duke Energy and its subsidiaries including, Duke Energy SAM, LLC and Duke Energy Commercial Enterprises, Inc. On April 8, 2015, the Company filed a Current Report on Form 8-K (the “Original Report”) to report the completion of the Duke Energy Acquisition.

 

This amendment to the Original Report is being filed to provide the financial statements and pro forma financial information required by Items 9.01(a) and 9.01(b), respectively, of Form 8-K. This amendment makes no other amendments to the Original Report.

 

Item 9.01              Financial Statements and Exhibits.

 

(a)                                 Financial Statements of Business Acquired

 

Attached hereto as exhibits 99.1 and incorporated by reference herein are the combined audited financial statements of Duke Energy as required by this item.

 

(b)                                 Pro Forma Financial Information

 

Attached hereto as exhibit 99.2 and incorporated by reference herein is the unaudited condensed combined financial information reflecting the Duke Energy Acquisition as required by this item.

 

(d)           Exhibits:

 

Exhibit
No.

 

Document

99.1

 

Combined audited financial statements of the Midwest Generation Business of Duke Energy Corporation and its subsidiaries as of December 31, 2014 and 2013 and for each of the three years in the period ended December 31, 2014 (incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on April 9, 2015)

99.2

 

Unaudited pro forma condensed combined financial information (incorporated by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K, filed on June 15, 2015)

 

2



 

SIGNATURE

 

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.

 

Dated: June 15, 2015

DYNEGY INC.

 

(Registrant)

 

By:

/s/ Catherine B. Callaway

 

Name:

Catherine B. Callaway

 

Title:

Executive Vice President, General Counsel and Chief Compliance Officer

 

3



 

EXHIBIT INDEX

 

Exhibit
No.

 

Document

99.1

 

Combined audited financial statements of the Midwest Generation Business of Duke Energy Corporation and its subsidiaries as of December 31, 2014 and 2013 and for each of the three years in the period ended December 31, 2014 (incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K, filed on April 9, 2015)

99.2

 

Unaudited pro forma condensed combined financial information (incorporated by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K, filed on June 15, 2015)

 

4


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