8-KOther EventsExhibits & Filings

ENTERGY CORP /DE/ 8-K Report, Corporate Update (Jan 11, 2021)

Filed January 11, 2021For Securities:ETR

Summary

Entergy Corporation announced on January 11, 2021, that it has established an at-the-market (ATM) equity distribution program that could allow the company to sell up to $1 billion of its common stock over time. This program is executed through a Sales Agreement with several prominent financial institutions acting as sales agents and forward sellers, and also as forward purchasers. This ATM program offers Entergy flexibility to raise capital opportunistically by selling shares directly into the market. The agreement also includes provisions for forward sale agreements, where Entergy can receive proceeds in the future upon settlement. While the company expects to physically settle these forward agreements by issuing new shares, alternative cash or net share settlements are possible under certain conditions, which could result in Entergy paying cash or delivering existing shares rather than issuing new ones. The program is supported by Entergy's effective registration statement.

Key Highlights

  • 1Entergy Corporation has launched an at-the-market (ATM) equity distribution program.
  • 2The company can offer and sell shares of its common stock with an aggregate gross sales price of up to $1,000,000,000.
  • 3The program involves sales agents and forward sellers, including BofA Securities, Citigroup, J.P. Morgan, Mizuho Securities, and Wells Fargo Securities.
  • 4Entergy has the option to enter into forward sale agreements with forward purchasers, allowing for future stock settlements.
  • 5The company is not obligated to sell any shares and can suspend the program at any time.
  • 6Sales will be made under the company's existing effective registration statement on Form S-3.
  • 7The structure allows for opportunistic capital raising through the issuance of new shares.

Frequently Asked Questions

An at-the-market (ATM) equity distribution program allows a company to sell shares of its stock directly into the open market over a period of time. This provides flexibility to raise capital by selling shares at prevailing market prices rather than through a single large offering.

Entergy can raise up to a maximum aggregate gross sales price of $1,000,000,000 through this program.

Forward sale agreements allow Entergy to agree today on the terms for selling shares in the future. Typically, the company would deliver shares at a later date and receive cash proceeds based on a predetermined price formula. While Entergy expects to physically settle by issuing new shares, there are provisions for cash or net share settlements, which could mean Entergy pays cash or delivers existing shares.

No, Entergy has no obligation to offer or sell any common stock under the Sales Agreement. The company can also suspend offers under the program at any time, providing significant flexibility.