INFORMATION TO BE INCLUDED IN THE REPORT
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Entry into a Material Definitive Agreement |
On March 24, 2025, Consolidated Edison Company of New York, Inc. (“CECONY”) entered into a
364-Day
Revolving Credit Agreement, dated as of March 24, 2025 (the “Credit Agreement”), among CECONY, the lenders party thereto (the “Lenders”) and Bank of America, N.A., as Administrative Agent, that replaces a separate
CECONY 364-Day Credit
Agreement that expired on March 24, 2025. A copy of the Credit Agreement is included as an exhibit to this report, and the description of the Credit Agreement that follows is qualified in its entirety by reference to the Credit Agreement.
Under the Credit Agreement, the Lenders committed to provide loans, on a revolving credit basis, to CECONY in an aggregate amount of up to $500 million. CECONY intends to use the Credit Agreement to support its commercial paper program. Loans issued under the Credit Agreement may also be used for other general corporate purposes. Any borrowings under the Credit Agreement would generally be at variable interest rates. Interest and fees for loans under the Credit Agreement generally reflect CECONY’s credit rating.
The Lenders’ commitments to make loans to CECONY under the Credit Agreement terminate on March 23, 2026 and are subject to certain conditions, including that there be no event of default or event which with notice or the lapse of time would become an event of default with respect to CECONY. The commitments are not subject to maintenance of credit rating levels or the absence of a material adverse change. Upon a change of control of CECONY or of its parent, Consolidated Edison, Inc. (“Con Edison”), or upon an event of default by CECONY, the Lenders may terminate their commitments and declare the aggregate unpaid principal amount of the loans outstanding (together with accrued interest thereon and all other amounts due and owing thereunder) under the Credit Agreement immediately due and payable.
Events of default include, among other things, CECONY’s failure to pay any principal of any loan issued pursuant to the Credit Agreement; CECONY’s failure to pay any interest or fees pursuant to the Credit Agreement within five days; CECONY’s failure to meet certain covenants, including covenants that CECONY’s ratio of consolidated debt to consolidated total capital not at any time exceed 0.65 to 1 and that CECONY will not create, assume or suffer a lien or other encumbrance on its assets exceeding 10 percent of CECONY’s consolidated net tangible assets; CECONY or its material subsidiaries failing to make one or more payments in respect of material financial obligations (in excess of $150 million in aggregate of debt or derivative obligations other than non-recourse debt); the occurrence of an event or condition which results in the acceleration of the maturity of any material debt (in excess of $150 million in aggregate of debt
other than non-recourse debt)
or enables the holders of such debt to accelerate the maturity thereof; and other customary events of default.
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information set forth in Item 1.01 above is incorporated herein by reference.
The information in this report includes forward-looking statements. The forward-looking statements reflect information available and assumptions at the time the statements are made, and accordingly speak only as of that time. Actual results or developments might differ materially from those included in the forward-looking statements because of various factors including, but not limited to, those identified in reports each of Con Edison and CECONY has filed with the Securities and Exchange Commission.