UNITED STATES
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): October 17, 2005
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Exact Name of Registrant as Specified in its Charter, |
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State of Incorporation, Address of Principal |
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I.R.S. Employer |
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Executive Offices and Telephone Number |
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Identification No. |
1-11607
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DTE Energy Company
(a Michigan corporation)
2000 2nd Avenue
Detroit, Michigan 48226-1279
313-235-4000
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38-3217752 |
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1-2198
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The Detroit Edison Company
(a Michigan corporation)
2000 2nd Avenue
Detroit, Michigan 48226-1279
313-235-4000
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38-0478650 |
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 (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
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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 October 17, 2005, The Detroit Edison Company (“Detroit Edison”) entered into a new
$68,750,000 five-year unsecured revolving credit agreement dated as of October 17, 2005, by and
among Detroit Edison, the lenders party thereto, Barclays Bank PLC (“Barclays”), as Administrative
Agent, and Citibank, N.A. (“Citibank”) and JPMorgan Chase Bank, N.A. (“JPMorgan”) as Co-Syndication
Agents (“New Five-Year Credit Agreement”), and simultaneously amended and restated its existing
$206,250,000 five-year unsecured revolving credit agreement (“Second Amended and Restated Five-Year
Credit Agreement”) to provide for substitution of some of the participating lenders, as well as
modifications to pricing, conditions to borrowing, covenants, events of default and other
miscellaneous provisions to conform to the terms of the New Five-Year Credit Agreement. Detroit
Edison’s aggregate availability under the combined facilities is $275,000,000. Borrowings under the
new as well as the amended and restated facilities will be available at prevailing short-term
interest rates. These credit facilities will also support Detroit Edison’s commercial paper
borrowings. The new facility expires in October 2010 and requires the maintenance of a debt to
capitalization ratio of no more than .65 to 1.
Forms of the New Five-Year Credit Agreement and Second Amended and Restated Five-Year Credit
Agreement are filed as exhibits 10.1 and 10.2 to this Current Report, respectively.
Item 1.02. Termination of a Material Definitive Agreement.
Effective October 17, 2005, Detroit Edison has terminated a certain Three-Year Credit
Agreement dated as of October 24, 2003, by and among Detroit Edison, the lenders party thereto,
Barclays, as Administrative Agent, and J.P. Morgan Securities Inc. (successor to Banc One Capital
Markets, Inc.) and Citigroup Global Markets Inc., as Co-Syndication Agents. Detroit Edison
terminated this credit facility because it has been replaced with the new five-year credit facility
dated as of October 17, 2005 as discussed under Item 1.01 above.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
As discussed under Item 1.01 above, on October 17, 2005, Detroit Edison entered into a new
$68,750,000 five-year credit agreement. Detroit Edison does not have any borrowings under the
facility at this time.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
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10.1
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Form of Detroit Edison Five-Year Credit Agreement, dated as of
October 17, 2005, by and among Detroit Edison, the lenders party
thereto, Barclays, as Administrative Agent, and Citibank and
JPMorgan as Co-Syndication Agents. |
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10.2
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Form of Second Amended and Restated Five-Year Credit Agreement,
dated as of October 17, 2005, by and among Detroit Edison, the
lenders party thereto, Barclays, as Administrative Agent, and
Citibank and JPMorgan as Co-Syndication Agents. |