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4: EX-5.1 Opinion of Counsel re: Legality HTML 14K
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Name of Registrant, State of Incorporation, Address of Principal Executive Offices, Telephone Number, Commission File Number, IRS Employer Identification Number
(Former
name or former address, if changed since last report.)
This combined Form 8-K is separately filed by Alliant Energy Corporation and Wisconsin Power and Light Company.
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:
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Alliant Energy Corporation, iCommon Stock, $0.01 Par Value, Trading Symbol iLNT, iNasdaq
Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Alliant Energy Corporation - Emerging growth company i☐
Wisconsin Power and Light Company - Emerging growth company i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Alliant Energy Corporation ☐
Wisconsin Power and Light Company ☐
Item 8.01Other Events.
On
September 13, 2021, Wisconsin Power and Light Company (“WPL”), a subsidiary of Alliant Energy Corporation, entered into an Underwriting Agreement (the “Underwriting Agreement”) with Barclays Capital Inc., BofA Securities, Inc., Mizuho Securities USA LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters listed therein (the “Underwriters”), pursuant to which WPL agreed to sell, and the Underwriters agreed to purchase, subject to the terms and conditions set forth therein, $300,000,000 aggregate principal amount of WPL’s 1.950% Debentures due 2031 (the “Debentures”), in a public offering (the “Offering”). The Debentures are to be issued under an Indenture dated as of June 20, 1997, between WPL and Wells Fargo Bank, National Association, as successor trustee (the “Original Trustee”), as supplemented by
the First Supplemental Indenture to be dated as of September 16, 2021 (the “Supplemental Indenture”), among WPL, the Original Trustee, and U.S. Bank National Association, as series trustee. The Offering is expected to close, subject to standard closing conditions, on September 16, 2021.
The Debentures are registered under the Securities Act of 1933, as amended, pursuant to an automatic shelf registration statement on Form S-3 (Registration No. 333-251353-02) that WPL filed with the Securities and Exchange Commission (the “SEC”) on December 15, 2020 (the “Registration Statement”). The Registration Statement was supplemented
by a Prospectus Supplement setting forth the terms of the Debentures that WPL filed with the SEC on September 15, 2021.
This Current Report on Form 8-K is being filed for the purpose of filing exhibits to the Registration Statement relating to the public offering of the Debentures, and all such exhibits are hereby incorporated into the Registration Statement by reference. The Underwriting Agreement is filed as Exhibit 1.1 and the Supplemental Indenture is filed as Exhibit 4.1
to this Form 8-K.
Perkins Coie LLP, counsel to WPL, has issued an opinion to WPL, dated September 16, 2021, regarding the legality of the Debentures upon issuance thereof. The opinion as to legality is filed as Exhibit
5.1 hereto.
Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Alliant Energy Corporation and Wisconsin Power and Light Company have each duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
