8-K BNYM/TVA Credit Agreement


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13, 15(d), or 37 of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 25, 2012


TENNESSEE VALLEY AUTHORITY
(Exact name of registrant as specified in its charter)

 
 
 
 
 
A corporate agency of the United States created by an act of Congress
 (State or other jurisdiction of incorporation or organization)
 
000-52313
(Commission file number)
 
62-0474417
 (IRS Employer Identification No.)
 
 
 
 
 
400 W. Summit Hill Drive
Knoxville, Tennessee
 (Address of principal executive offices)
 
 
 
37902
 (Zip Code)

(865) 632-2101
(Registrant's telephone number, including area code)

None
(Former name or former address, if changed since last report)


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:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 1.01 Entry into a Material Definitive Agreement.

On June 25, 2012, TVA entered into a $1,000,000,000 Spring Maturity Credit Agreement with The Bank of New York Mellon (“BNY Mellon”), Bank of America, N.A., Canadian Imperial Bank of Commerce, New York Agency, First Tennessee Bank National Association, Morgan Stanley Bank, N.A., and Toronto Dominion (New York) LLC (the “Credit Agreement”). BNY Mellon serves as Administrative Agent and Letter of Credit Issuer, and is also a Lender under the Credit Agreement. The Credit Agreement allows TVA to access up to $1,000,000,000 in either loans or letters of credit, and will expire on June 25, 2017.  The interest rate on any borrowing under the Agreement is variable based on market factors and the rating of TVA's senior unsecured long-term non-credit enhanced debt.  TVA is required to pay an unused facility fee on the portion of the $1,000,000,000 against which TVA has not borrowed or committed under letters of credit.  This fee, along with the fee on any letter of credit, may fluctuate depending on the rating of TVA's senior unsecured long-term non-credit enhanced debt.


Item 1.02 Termination of a Material Definitive Agreement.

On June 25, 2012, in connection with entering into the Credit Agreement, TVA terminated the $1,000,000,000 Spring Maturity Credit Agreement dated as of July 22, 2010, and amended on May 9, 2011, and September 30, 2011, among TVA, Bank of America, N.A., as Administrative Agent and Letter of Credit Issuer, Bank of America, N.A., as a Lender, and the other parties thereto.


Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

See Item 1.01.


Item 9.01 Financial Statements and Exhibits

Exhibit No.
Description of Exhibit
10.1
$1,000,000,000 Spring Maturity Credit Agreement Dated as of June 25, 2012, among TVA, The Bank of New York Mellon as Administrative Agent and Letter of Credit Issuer, The Bank of New York Mellon as a Lender, and the Other Lenders Party Thereto.








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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.

 
 
 
 Tennessee Valley Authority
 
  (Registrant)
 
 
 
 
 
 
Date: June 27, 2012
/s/ John M. Thomas, III
 
  John M. Thomas, III
 
  Executive Vice President and
 
  Chief Financial Officer



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EXHIBIT INDEX

This exhibit is filed pursuant to Items 1.01 and 2.03 hereof.
 
Exhibit No.
Description of Exhibit
10.1
$1,000,000,000 Spring Maturity Credit Agreement Dated as of June 25, 2012, among TVA, The Bank of New York Mellon as Administrative Agent and Letter of Credit Issuer, The Bank of New York Mellon as a Lender, and the Other Lenders Party Thereto.


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