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) | November 8, 2002 | |
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Xcel Energy Inc.
Minnesota
| 1-3034 | 41-0448030 | |
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| (Commission File Number) | (IRS Employer Identification No.) | |
| 800 Nicollet Mall, Mpls, MN | 55402 | |
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| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code | 612-330-5500 | |
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Item 5. Other Events
On November 8, 2002, Xcel Energy entered into a securities purchase agreement with institutional investors pursuant to which the investors purchased, in a private placement, $100 million of Xcel Energy 8% senior convertible debt securities. The debt securities are convertible into common stock of Xcel Energy. The proceeds were used to help pay down Xcel Energy’s 364 day line of credit which came due on November 8. The securities purchase agreement further provides for possible additional financings of up to $250 million. Please refer to the securities purchase agreement, forms of convertible notes and registration rights agreement, which are attached hereto as exhibits, for the terms of the transaction and such financings.
Item 7. Financial Statements and Exhibits
(c) Exhibits
| Exhibit No | Description | |
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| 99.01 | Securities Purchase Agreement dated as of November 8, 2002 by and among Xcel Energy Inc. and the investors listed on the Schedule of Buyers attached thereto. | |
| 99.02 | Form of First Notes | |
| 99.03 | Form of Second Notes | |
| 99.04 | Form of First Call Notes | |
| 99.05 | Form of Second Call Notes | |
| 99.06 | Form of Third Notes | |
| 99.07 | Form of Third Call Notes | |
| 99.08 | Registration Rights Agreement dated as of November 8, 2002 by and among Xcel Energy Inc. and the Buyers named therein |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Xcel Energy Inc. (a Minnesota Corporation) |
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/s/ RICHARD C. KELLY Richard C. Kelly Vice President and Chief Financial Officer |
November 12, 2002