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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| Commission
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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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38-3217752 |
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DTE Energy Company
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(a Michigan corporation) |
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2000 2nd Avenue |
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Detroit, Michigan 48226-1279 |
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313-235-4000 |
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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 (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)) |
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
On October 17, 2005, DTE Energy Company (“DTE Energy”) entered into a new $675,000,000
five-year unsecured revolving credit agreement dated as of October 17, 2005, by and among DTE
Energy, the lenders party thereto, Citibank, N.A. (“Citibank”), as Administrative Agent, and
Barclays Bank PLC (“Barclays”) and JPMorgan Chase Bank, N.A. (“JPMorgan”) as Co-Syndication Agents
(“New Five-Year Credit Agreement”), and simultaneously amended and restated its existing
$525,000,000 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. DTE
Energy’s aggregate availability under the combined facilities is $1,200,000,000. 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 DTE Energy’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, DTE Energy has terminated a certain Three-Year Credit Agreement
dated as of October 24, 2003, by and among DTE Energy, the lenders party thereto, Citibank, as
Administrative Agent, and J.P. Morgan Securities Inc. (successor to Banc One Capital Markets, Inc.)
and Barclays, as Co-Syndication Agents, and a certain Two-Year Agreement dated as of May 7, 2004,
by and among DTE Energy, the lenders party thereto, Barclays, as Administrative Agent, and Barclays
and Citigroup Global Markets Inc., as Co-Syndication Agents. DTE Energy terminated these credit
facilities because they have 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, DTE Energy entered into a new
$675,000,000 five-year credit agreement. DTE Energy 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 DTE Energy Five-Year Credit Agreement, dated as of October
17, 2005, by and among DTE Energy, the lenders party thereto,
Citibank, as Administrative Agent, and Barclays and JPMorgan as
Co-Syndication Agents. |
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 DTE Energy, the lenders party
thereto, Citibank, as Administrative Agent, and Barclays and JPMorgan
as Co-Syndication Agents. |